text:
EX-99.1
4
a15-23776_1ex99d1.htm
EX-99.1
Exhibit 99.1
Landmark Infrastructure Partners LP Announces Drop-Down Acquisitions of Assets Subject to its Right of First Offer; Sixth and Seventh Drop-Down Transactions since its IPO
El Segundo, California, November 19, 2015 (GLOBE NEWSWIRE) - Landmark Infrastructure Partners LP (the "Partnership") (NASDAQ: LMRK) today announced that it has completed acquisitions from two separate affiliates of its sponsor, Landmark Dividend LLC ("Landmark").
In the first acquisition, the Partnership acquired 72 tenant sites located in 20 states from Landmark Dividend Growth Fund - C LLC ("Fund C"). Total consideration for Fund C was $30.0 million, consisting of approximately 847,000 common units of the Partnership ("Common Units"), valued at approximately $12.7 million, and approximately $17.3 million in cash, of which approximately $15.1 million was used to repay Fund C's indebtedness. This acquisition is expected to be immediately accretive to the Partnership's distributable cash flow.
Highlights of the Fund C transaction:
·
The assets acquired by the Partnership consist of 67 wireless communication and 5 outdoor advertising sites ("Fund C Portfolio");
·
The wireless communication and outdoor advertising assets are expected to contribute approximately 96% and 4%, respectively, of the total forecasted annual rents;
·
The Fund C Portfolio is 100% occupied and includes: (i) 93% of annual rents from Tier 1 tenants (large, publicly-traded companies with national footprints); (ii) an average annual rent escalator of 3.1%; and (iii) average remaining real property interest and lease terms of 76 years and 17 years (including remaining renewal options), respectively;
·
The assets were acquired as part of the Partnership's right of first offer ("ROFO") with Fund C.
In the second acquisition, the Partnership acquired 136 tenant sites located in 39 states from Landmark Dividend Growth Fund - F LLC ("Fund F"). Total consideration was $44.0 million, consisting of approximately 1,266,000 Common Units, valued at approximately $19.0 million, and approximately $25.0 million in cash, of which approximately $24.5 million was used to repay Fund F's indebtedness. This acquisition is also expected to be immediately accretive to the Partnership's distributable cash flow.
Highlights of the Fund F transaction:
·
The assets acquired by the Partnership consist of 99 wireless communication and 37 outdoor advertising sites ("Fund F Portfolio");
·
The wireless communication and outdoor advertising assets are expected to contribute approximately 79% and 21%, respectively, of the total forecasted annual rents;
·
The Fund F Portfolio is 100% occupied and includes: (i) 91% of annual rents from Tier 1 tenants (large, publicly-traded companies with national footprints); (ii) an average annual rent escalator of 2.9%; and (iii) average remaining real property interest and lease terms of 80 years and 22 years (including remaining renewal options), respectively;
·
The assets were acquired as part of the Partnership's ROFO with Fund F.
After the completion of these transactions, the Partnership will have a right of first offer on approximately 650 ROFO assets with Landmark's affiliates.
The Partnership's Chief Executive Officer, Tim Brazy, said, "We are very excited to announce the Partnership's second and third ROFO portfolio acquisitions. The latest acquisitions collectively bring the Partnership's 2015 acquisitions to 720 tenant sites, which more than doubles the size of our original portfolio at the time of our IPO".
The terms of the acquisitions were approved by the Board of Directors of the General Partner of the Partnership, based on the approval and recommendation of the Conflicts Committee, which is comprised entirely of independent directors. The Conflicts Committee was advised by Duff & Phelps Corporation, its financial advisor, and Akin Gump Straus Hauer & Feld LLP, its legal counsel.
About Landmark Infrastructure Partners LP
The Partnership is a growth-oriented master limited partnership formed to acquire, own and manage a portfolio of real property interests that the Partnership leases to companies in the wireless communication, outdoor advertising and renewable power generation industries. Headquartered in El Segundo, California, the Partnership's real property interests consist of a diversified portfolio of long-term and perpetual easements, tenant lease assignments and fee simple properties located in 48 states and the District of Columbia, entitling the Partnership to rental payments from leases on more than 1,400 tenant sites.
Cautionary Note Regarding Forward Looking Statements
Disclosures in this press release contain certain forward-looking statements within the meaning of the federal securities laws. Statements that do not relate strictly to historical or current facts are forward-looking. These statements contain words such as "possible", "if", "will", "expect" and "assuming" and involve risks and uncertainties including, among others that our business plans may change as circumstances warrant. These statements are often based upon various assumptions, many of which are based, in turn, upon further assumptions, including historical operating trends made by the management of the Partnership. Although the Partnership believes that these assumptions were reasonable when made, because assumptions are inherently subject to significant uncertainties and contingencies, which are difficult or impossible to predict and are beyond its control, the Partnership cannot give assurance that it will achieve or accomplish these expectations, beliefs or intentions. Accordingly, readers should not place undue reliance on forward-looking statements as a prediction of actual results. Examples of forward-looking statements in this press release include the discussion of the expected accretion associated with the dropdown transactions, average annual escalators and potential acquisitions from our sponsor. For more information concerning factors that could cause actual results to differ materially from those conveyed in the forward-looking statements, please refer to the "Risk Factors" section contained in the Partnership's filings with the U.S. Securities and Exchange Commission, including the Partnership's annual report on Form 10-K for the year ended December 31, 2014. Any forward-looking statements in this press release are made as of the date of this press release, and the Partnership undertakes no obligation to update or revise such forward-looking statements to reflect events or circumstances that occur, or of which the Partnership becomes aware, after the date hereof, unless required by law.
CONTACT:
Marcelo Choi
Vice President, Investor Relations
(310) 598-3173
ir@landmarkmlp.com

text: Landmark Infrastructure Partners LP

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text: Marcelo Choi


dataset: buster

text:
EX-99.1
3
v011088_ex99-1.txt
SECURAC CORP.
NEWS RELEASE
[LOGO] SECRUAC(TM)
FOR IMMEDIATE RELEASE
SECURAC ANNOUNCES ITS ACQUISITION OF RISK GOVERNANCE INC.
Calgary, Alberta - January 19, 2005 - On January 6, 2005, Securac Corp.
(OTCBB:SECU) ("Securac") acquired all of the outstanding stock of Risk
Governance, Inc., a private Delaware corporation ("RGI"). The acquisition was
completed pursuant to a share purchase agreement, wherein Securac purchased 100%
of the outstanding shares of RGI in exchange for a total of 2,295,444 shares of
Securac common stock. As a result of the acquisition, RGI is now a wholly-owned
subsidiary of Securac.
RGI's principal asset is an exclusive license to commercialize proprietary
corporate governance software technology in North America. An enterprise-level
application, the Risk Governance software enables companies to have optimal
visibility of the risks to their businesses and provides tangible evidence of
their desire to adopt strong corporate governance standards. This is achieved
through a graphical executive dashboard showing the complete risk portfolio at a
glance, entrenching accountability and intelligent risk-taking throughout the
organization. The Risk Governance Software is the result of extensive product
development and market testing over an 18-month period, and has been refined
through close partnership with major Enterprise Risk Management (ERM)
consultancies.
"Securac evaluated building an executive level dashboard which would provide
executives a holistic "real time" view for governing risk and compliance within
their organizations", states Terry Allen, Chief Executive Officer, Securac. "Our
acquisition of RGI's software and operations accelerates Securac's product
development and market expansion strategy to establish ourselves as the industry
leader and benchmark for corporate governance and ERM. Risk scores and risk
elements from Securac's Acertus(TM) application can now be fed into the Risk
Governance engine providing an end-to-end solution ensuring that accountability
and performance management is achieved for managing and mitigating risk and
compliance exposure. The Risk Governance software has been widely adopted by
large enterprises in the United Kingdom and will provide further endorsement,
leverage and momentum for the market with a well established enterprise level
product. With this acquisition and the integration of the Risk Governance
solution into our Acertus(TM) software platform, we now have what we believe to
be the leading edge governance, risk and compliance software in the world".
RGI co-founder, David Sallis further acknowledges, "We saw this as an excellent
fit and recognized Acertus(TM) as highly complimentary in terms of quality of
architecture and quality of development, and that the integration would result
in a powerful combined business proposition for the market. This validates the
time, effort and expertise that has been invested in the development of our
software, and the integration represents a natural progression for both
technologies. We believe the two products integrate perfectly to create
unbeatable value for our Corporate Governance, Risk Management, and Compliance
customers. We have also been delighted to find our corporate cultures and
executive teams are a perfect mesh, and the geographical footprint now gives us
further growth opportunity within North America. Our teams have been working
together closely for several months in advance of the deal and we are confident
we are a unified force in sales, service, engineering and management. We at RGI
are delighted with this partnership and look forward to great success for our
combined customers and shareholders".
--------------------------------------------------------------------------------
SECURAC CORP.
2500, 520 5th Avenue SW, Calgary, Alberta T2P3R7
Web: www.securac.net Email: info@securac.net
SECURAC CORP.
NEWS RELEASE
[LOGO] SECRUAC(TM)
About Securac
Securac's suite of risk management and compliance solutions enable organizations
to identify, measure and manage information and physical security risks against
international industry best practice standards and compliance (such as ISO
17799) while determining their ability to meet the legal requirements of
numerous international and national legislative enactments. Securac's
proprietary Acertus(TM) platform embodies a proven risk management methodology
using industry accepted analytics in conjunction with extensive threat,
vulnerability, risk mitigation and industry governmental regulation datasets.
These powerful benchmarking capabilities allow enterprises to build a valid and
enduring enterprise risk management and compliance strategy.
Securac's principal office is located in Calgary, Alberta, Canada and it
maintains sales offices in Edmonton, Toronto, Vancouver, San Mateo and Boston.
For more information on Securac's product and service offerings, e-mail
info@securac.net or call toll free (877) 328-7220.
Except for historical information, this news release contains forward-looking
statements, which reflect Securac's current expectation regarding future events.
These forward-looking statements involve risk and uncertainties, which may cause
but are not limited to, changing market conditions, the successful and timely
completion of financing, the establishment of corporate alliances, the impact of
competitive products and pricing, new product development, uncertainties related
to the regulatory environment, and other risks detailed from time to time in
Securac's ongoing news releases.
Contact
--------------------------------------------------------------------------------
Terry W. Allen R.C. (Bob) Stewart
Chief Executive Officer Investor Relations
Securac Corp. Securac Corp.
Tel: (403) 225-0403 Tel: (403)225-0403
tallen@securac.net bstewart@securac.net
--------------------------------------------------------------------------------
SECURAC CORP.
2500, 520 5th Avenue SW, Calgary, Alberta T2P3R7
Web: www.securac.net Email: info@securac.net

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Risk
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text:
EX-99.1
2
a15-17164_1ex99d1.htm
EX-99.1
Exhibit 99.1
August 3, 2015
Uranium Resources Gains $2.5 Million Plus Other Consideration on Closing the Sale of Roca
Honda Assets
CENTENNIAL, Colo.-(BUSINESS WIRE)-
Uranium Resources, Inc. (NASDAQ:URRE; URI)
has closed on the previously announced sale of its Roca Honda Project assets (Roca Honda Assets) to Energy Fuels Inc. (NYSE MKT: UUUU; TSX: EFR) for US$2.5 million in cash, US$375,000 in Energy Fuels' stock and other consideration.
Christopher M. Jones, President and Chief Executive Officer of Uranium Resources, said, "The Roca Honda sale is a strategic transaction providing capital funds from divestiture of a non-core asset. We remain focused on completing our proposed merger with Anatolia Energy Limited, pending approval by both companies' shareholders. We are transforming URI into a near- term uranium producer through Anatolia's Temrezli Project in Central Turkey, a low-cost, high-grade ISR project in late-stage permitting".
In exchange for the Roca Honda Assets transferred to Energy Fuels, URI received from Energy Fuels:
·
US$2.5 million in cash,
·
76,455 UUUU shares, based on the volume weighted average price of Energy Fuels' stock on the NYSE MKT stock exchange for the 20 trading days ending on May 26, 2015 and subject to a four-month hold period from the date of closing,
·
Energy Fuels' 4% gross royalty covering 5,640 acres on seven mineral leases in the State of Wyoming at the Kendrick and Barber areas of the Lance uranium in-situ recovery project, which is currently under construction by Peninsula Energy Limited,
·
Unpatented lode mining claims covering 640 acres in Section 4 of Township 16 North, Range 18 West, located near Churchrock, New Mexico, which are adjacent with URI's Churchrock Project, as well as claims in Section 34 and leases from the State of New Mexico in Sections 32 and 36, all situated in Township 17 North, Range 16 West (Churchrock Claims and Leases), and
·
URI retains a 4% royalty on Section 17 of the Roca Honda Assets. The royalty can be repurchased by Energy Fuels upon payment to URI of US$5.0 million cash at any time at Energy Fuel's sole discretion prior to the date on which the first royalty payment becomes due.
About Uranium Resources
Uranium Resources, Inc. was incorporated in 1977 to explore, develop and recover uranium. Uranium Resources has two licensed and currently idled processing facilities and approximately 17,000 acres of prospective in situ recovery (ISR) projects in Texas. In New Mexico, the Company holds a federal Nuclear Regulatory Commission license to recover up to three million pounds of uranium per year using the ISR process at certain properties and controls minerals rights encompassing approximately 190,000 acres in the prolific Grants Mineral Belt in New Mexico, which holds one of the largest known concentrations of sandstone-hosted uranium deposits in the world. The Company acquired these properties along with an extensive uranium information database of historic drill hole logs, assay certificates, maps and technical reports for the Western United States.
Cautionary Statement
This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as "expects", "estimates", "projects", "anticipates", "believes", "could", and other similar words. All statements addressing operating performance, events or developments that the Company expects or anticipates will occur in the future, including but not limited to statements relating to the (i) the timing and completion of the proposed merger between the URI and Anatolia, (ii) progress at the Temrezli Project, (iii) the timing or occurrence of production at the Company's properties and (iv) mineralized material at the Company's properties, including the historic mineralization at the acquired Churchrock Claims and Leases, are forward- looking statements. Because they are forward-looking, they should be evaluated in light of important risk factors and uncertainties. These risk factors and uncertainties include, but are not limited to, (a) the approval of the proposed transaction by the shareholders of Anatolia and URI; (b) the other terms and conditions to the proposed transaction and Loan; (c) the Company's ability to raise additional capital in the future, (d) spot price and long-term contract price of uranium, (e) the Company's ability to reach agreements with current royalty holders, (f) weather conditions, operating conditions at the
Company's projects, (g) government and tribal regulation of the uranium industry and the nuclear power industry, (h) world- wide uranium supply and demand, (i) availability of capital, (j) maintaining sufficient financial assurance in the form of sufficiently collateralized surety instruments and other factors which are more fully described in the Company's documents filed with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should any of the Company's underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. In addition, undue reliance should not be placed on the Company's forward-looking statements. Except as required by law, the Company disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this news release.
Competent Person's Statement
Dean T. "Ted" Wilton, CPG-7659, Chief Geologist and Vice President of Uranium Resources, is a Qualified Person under Canada National Instrument 43-101 and a Competent Person under the Australian JORC code. Mr. Wilton supervised the preparation of scientific and technical information regarding URI's projects and reviewed the new Churchrock properties as part of the exchange with Energy Fuels for this news release.
Additional Information About the Merger and Where to Find It
This release is being provided in respect of the proposed acquisition of Anatolia Resources Limited ("Anatolia") by Uranium Resources, Inc. ("URI") and related matters. In connection with the proposed transaction, URI will file with the Securities and Exchange Commission ("SEC") a proxy statement and will mail or otherwise disseminate the proxy statement and a form of proxy to its stockholders when it becomes available. STOCKHOLDERS AND INVESTORS ARE ENCOURAGED TO READ THE PROXY STATEMENT (AND OTHER RELEVANT MATERIALS) REGARDING THE PROPOSED TRANSACTION CAREFULLY
AND IN ITS ENTIRETY WHEN IT BECOMES AVAILABLE, AND BEFORE MAKING ANY VOTING DECISION, AS IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION. Stockholders and investors will be able to obtain a free copy of the proxy statement (when available), as well as other filings made by URI regarding URI, Anatolia and the proposed transaction, without charge, at the SEC website at www.sec.gov. In addition, documents filed with the SEC by URI will be available free of charge on the investor section of URI's website at www.uraniumresources.com.
URI and certain of its directors and executive officers may be deemed, under SEC rules, to be participants in the solicitation of proxies from URI's stockholders in connection with the proposed transaction. The names of URI's directors and executive officers and a description of their interests in URI are set forth in URI's Annual Report on Form 10-K for the fiscal year ended December 31, 2014, which was filed with the SEC on March 19, 2015, and Amendment No. 1 thereto, which was filed with the SEC on April 30, 2015. Additional information about the interests of potential participants will be contained in the proxy statement (when filed) and other relevant materials to be filed with the SEC in connection with the proposed transaction. These documents may be obtained from the SEC website and from URI in the manner noted above.
Learn more about URI at
www.uraniumresources.com
Sign up for Email Alerts at
http://investor.uraniumresources.com/alerts.cfm?
View source version on businesswire.com: http://www.businesswire.com/news/home/20150803005503/en/
Uranium Resources, Inc.
Wendy Yang, 303-531-0478
Investor Relations
wyang-ir@uraniumresources.com
Source: Uranium Resources, Inc.
News Provided by Acquire Media

text: Uranium Resources

text: Uranium Resources, Inc.

text: Energy Fuels Inc.

text: Christopher M. Jones

text: Uranium Resources

text: Uranium Resources

text: Uranium Resources, Inc.

text: Uranium Resources

text: Uranium Resources

text: Anatolia Resources Limited

text: Uranium Resources, Inc.

text: Uranium Resources, Inc.

text: Uranium Resources, Inc.


text:
EX-99.1
4
d805632dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
HGGC COMPLETES ACQUISITION OF MONOTYPE IMAGING HOLDINGS INC.
October 11, 2019 08:26 AM Eastern Daylight Time
WOBURN,
Mass.-(BUSINESS WIRE)-
Monotype Imaging Holdings Inc. today announced the completion of the transaction under which HGGC, LLC ("HGGC"), a leading middle market private equity firm, has acquired all of the outstanding shares
of Monotype for $19.85 per share in cash, representing an aggregate equity value of approximately $825 million.
"We are pleased to reach this
significant milestone at Monotype, which enables us to continue building on our strategy of maximizing customer engagement in today's digital, mobile and global landscape", said Scott Landers, President and CEO of Monotype. "As a
private company with HGGC's deep sector knowledge and operational insight, we look forward to delivering more value and a better experience for our customers as we continue to address the needs of thousands of brands and millions of creative
professionals worldwide".
Rich Lawson, CEO and
Co-Founder
at HGGC, said, "Today marks the beginning of
the next exciting chapter for Monotype. The company's world-class culture and unique combination of design and technology perfectly position it to succeed in an evolving and demanding market. Through our partnership, we will look to further
Monotype's industry-leading reputation by pushing boundaries with next-generation font technology and creative, customer-centric solutions".
The transaction was announced on July 25, 2019, and received approval from Monotype's stockholders on October 9, 2019. As a result of the
transaction completion, Monotype is now a privately held company and its common stock has ceased trading on the NASDAQ Stock Market as of market close on October 10, 2019.
J.P. Morgan served as exclusive financial advisor to Monotype, and Goodwin Procter LLP served as legal counsel. Deutsche Bank Securities Inc. served as
exclusive financial advisor to HGGC and was also the left lead arranger on the debt financing for the transaction. Kirkland & Ellis LLP served as legal counsel to HGGC.
About Monotype
Monotype empowers creative minds to build and
express authentic brands through design, technology and expertise. Further information is available at
www.monotype.com
. Follow Monotype on Twitter, Instagram and LinkedIn.
Monotype is a trademark of Monotype Imaging Inc. registered in the U.S. Patent and Trademark Office and may be registered in certain other jurisdictions. All
other trademarks are the property of their respective owners. ©2019 Monotype Imaging Holdings Inc. All rights reserved.
About HGGC
HGGC is a leading middle-market private equity firm with $4.3 billion in cumulative capital commitments. Based in Palo Alto, Calif., HGGC is distinguished
by its Advantaged Investing approach that enables the firm to source and acquire scalable businesses through partnerships with management teams, founders and sponsors who reinvest alongside HGGC, creating a strong alignment of interests. Over its
history, HGGC has completed more than 130 platform investments,
add-on
acquisitions, recapitalizations and liquidity events with an aggregate transaction value of over $20 billion. More information,
including a complete list of current and former portfolio companies is available at
www.hggc.com
.
Contacts
Investors:
Christopher Brooks
Monotype
ir@monotype.com
Media:
For Monotype:
Joele Frank, Wilkinson Brimmer Katcher
Andi Rose / Dan Moore /
Jack Kelleher
212-355-4449
For HGGC:
Stanton
Edward de Sciora
edesciora@stantonprm.com
646-502-3538

label: fund

text: HGGC

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text: MONOTYPE IMAGING HOLDINGS INC.

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text: HGGC

text: Scott Landers

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text: HGGC

text: J.P. Morgan

text: Goodwin Procter LLP

text: Deutsche Bank Securities Inc.

text: HGGC

text: Kirkland & Ellis LLP

text: HGGC

text: Monotype Imaging Holdings Inc.

text: HGGC

text: HGGC

text: HGGC

text: HGGC

text: HGGC

text: HGGC


text:
EX-99.2
5
a13-24764_2ex99d2.htm
EX-99.2
Exhibit
99.2
Broad Strategic
Update Conference Call November 20, 2013
Safe Harbor
This presentation contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995 relating to business,
operations and financial conditions of Amicus including but not limited to
the ongoing collaboration with GSK, preclinical and clinical development of
Amicus' candidate drug products, financing plans, and the timing and
reporting of results from clinical trials evaluating Amicus' candidate drug
products. Words such as, but not limited to, "look forward to", "believe,"
"expect", "anticipate", "estimate", "intend", "plan", "would", "should" and
"could", and similar expressions or words, identify forward-looking statements.
Although Amicus believes the expectations reflected in such forward-looking
statements are based upon reasonable assumptions, there can be no assurance
that its expectations will be realized. Actual results could differ
materially from those projected in Amicus' forward-looking statements due to
numerous known and unknown risks and uncertainties, including the "Risk
Factors" described in our Annual Report on Form 10-K for the year ended
December 31, 2012. All forward-looking statements are qualified in their
entirety by this cautionary statement, and Amicus undertakes no obligation to
revise or update this presentation to reflect events or circumstances after
the date hereof. 2
Strategic
Overview
Four Pillars of
Amicus' Broad Strategic Repositioning Callidus Biopharma, Inc. Acquisition
Organizational Restructuring and Realignment New Fabry Agreement with GSK
Rare Diseases $40M Equity and Expected Debt Financing
Strengthening
Biologics Business Strategy Acquisition of Callidus Biopharma strengthens
Amicus' Pompe program and expected to advance time to clinic by >1 year
Amended GSK collaboration provides global rights to Fabry next-generation ERT
3 next-generation ERTs for Fabry, Pompe and MPS I expected to enter clinic in
next 3 years Addition of ex-US rights clinical and commercial
responsibilities for Fabry monotherapy program maximize chances for success
$15M in equity and $25M in expected debt financing; and organizational
restructuring to extend cash runway through late 2015 Amicus Now Strongly
Positioned and Well-Capitalized to Advance Next-Generation Enzyme Replacement
Therapies
Pompe Program
Update & Callidus Biopharma Acquisition
Pompe Program
Strategy Significant unmet medical need in Pompe Human proof-of-concept for
CHART™ platform already established in Pompe Amicus has been developing
proprietary next-generation ERT utilizing CHART platform Callidus' Pompe ERT
and platform technology complimentary to Amicus' CHART™ platform Program Goal
to Develop Better rhGAA Combined With CHART™ Technology Elevated Glycogen in
Muscle
Callidus
Biopharma Acquisition Strengthens Amicus' Pompe Program and Advances Time to
Clinic by >1 year Product: Uniquely engineered Pompe rhGAA ERT with
optimized glycosylation structure and enhanced tissue uptake in preclinical
studies Platform: Novel Callidus IGF-2 targeting technology applicable to
lysosomal storage diseases Technology Synergies: All acquired assets and
technologies compliment Amicus' CHART™ platform Capabilities and Leadership: Former
lead Genzyme scientist and Callidus co-founder to lead Amicus biologics
development programs Manufacturing: Amicus to inherit existing contracts and
relationship with world-class GMP biologics contract manufacturing
organization (CMO) Product technology transfer of Callidus Pompe ERT to CMO
completed and scale-up underway
Next-Generation
Pompe ERT Callidus' ERT Has Demonstrated Significant Advantages in
Preclinical Studies that May Be Further Improved By Co-Formulating with
AT2220 L6 Myoblast Uptake (Preliminary Results) 10000 8000 6000 4000 0 0 100
200 300 400 500 2000 Endogenous GAA levels Internalized GAA Activity (F460)
GAA (nM) Lumizyme rhGAA Callidus rhGAA vIGF2-Tagged rhGAA ~10x > Lumizyme
>50x > Lumizyme
Callidus
Biopharma Acquisition Terms Callidus Shareholders to Receive Common Stock
Upfront and Future Milestones Callidus shareholders to receive $15M in Amicus
common stock (7.2M shares) $6M-$10M in milestones through Phase 2 Pompe
development Callidus entitled to up to $105M in payments for late-stage
development, regulatory filing and approval milestones spread across 3
products
Fabry Program
& GSK Collaboration Update
Amicus and GSK
Amend Fabry Collaboration "With internal expertise and established
relationships within the rare disease community, we believe Amicus is well
positioned to maintain momentum of the programs, maximizing their potential
for success, which we hope will provide benefits to patients living with
Fabry disease. GSK will continue to support Amicus through our equity
investment and share in the future value of migalastat HCl as the Fabry
program meets certain regulatory and sales milestones." -Moncef Slaoui,
Chairman of GSK R&D
Global Rights
to Migalastat Add Significant Value for Amicus Shareholders Attractive
Economics for Amicus Immediate and significant value creation for Amicus
shareholders No upfront payment; all future payments to GSK for downstream
success based on regulatory and commercial milestones and royalties Global
rights to Fabry next-generation ERT enhance CHART platform validation and
shareholder value EU and ROW rights to migalastat monotherapy maximize
likelihood of program success GSK remains strong passive partner through
continued equity ownership, milestones and royalties GSK investing additional
$3M in private placement of Amicus common stock GSK to provide continued FTE
and program support Amicus to Control Global Drug Development, Regulatory and
Commercialization Activities and Communication for All Fabry Products
Financing &
Organizational Restructuring/Realignment
Financing and
Organizational Restructuring to Support Biologics Strategy and Manage Cash
$15M private placement of common stock with Redmile Group and GSK 7.5M shares
priced at $2.00 per share Warrants to purchase 1.6M shares at $2.50; narrow
12-month exercise window $25M expected debt financing $15M upon closing and
$10M available in 2014 No warrants; < 10% cost of capital Organization
restructured/realigned ~14% reduction to ~91 employees to save $4.0M annually
Leadership strengthened to support biologics strategy Combination of Equity
and Debt Balances Funding Needs and Shareholder Dilution at Attractive Cost
of Capital
Financial
Guidance $60.5M cash position at September 30, 2013 Additional $40M in equity
and expected debt financing $80-85M in cash expected at year-end 2013
Detailed FY14 financial guidance to be announced early 2014 Projected
Year-End Cash, Including Proceeds from Equity and Expected Debt Financings,
Expected to Fund Operations into Late 2015
Anticipated
Milestones Preclinical proof-of-concept data for Fabry and Pompe Next-Gen
ERTs Complete 12- and 24-Month Data from Phase 3 Fabry Monotherapy Study 011
Next-Gen Fabry ERT Entry into Clinic Top-Line Data from Phase 3 Monotherapy
Study 012 CASH RUNWAY Initial Clinical Data for Fabry Next-Gen ERT Next-Gen
Pompe ERT Entry into Clinic
Strength in
Business Development Activities $350M+ Secured Since 2007 IPO, Largely
Through Business Development Activities $250M+ in Business Development Deals
<$100M in Follow-on Equity Offerings
Broad Strategic
Update Conference Call November 20, 2013 at the forefront of therapies for
rare and orphan diseases
Revised Fabry
Collaboration Offers Attractive Deal Terms for Both Amicus and GSK* WW
development and commercial rights to all formulations of migalastat
Additional equity investment from GSK Amicus to lead and execute global
clinical operations, medical affairs, patient advocacy, regulatory and
commercial functions using "orphan drug model" Future payments to GSK to be
based on regulatory and commercial success of Fabry program 100% control over
governance and communications Participating in potential future success as
shareholder of Amicus Eligible for net sales royalties in major markets
ex-US: High single-digit % for next-generation ERT Tiered mid-teens % for
migalastat monotherapy Up to $39.5M in global regulatory approval and product
launch milestones for migalastat monotherapy in major markets ex-US Value for
Amicus Value for GSK

text: Amicus

text: GSK

text: Amicus

text: Amicus

text: Amicus

text: Amicus

text: Amicus

text: Amicus

text: Callidus Biopharma, Inc.

text: GSK

text: Callidus Biopharma

text: Amicus

text: GSK

text: Amicus

text: Callidus Biopharma

text: Amicus

text: Amicus

text:
Callidus
Biopharma

text: Amicus

text: Amicus

text: Amicus

text: Amicus

text:
Callidus
Biopharma

text: Amicus

text: GSK

text: Amicus

text: GSK

text: Amicus

text: GSK

text: Amicus

text: Moncef Slaoui

text: GSK

text: Amicus

text: Amicus

text: Amicus

text: GSK

text: GSK

text: GSK

text: Amicus

text: GSK

text: Amicus

text: GSK

text: Amicus

text: GSK

text: GSK

text: Amicus

text: GSK

text: Amicus

text: Amicus

text: GSK


text:
EX-99.1
4
v021104_ex99-1.htm
Unassociated Document
EXHIBIT
99.1
Press
Release
Source:
MobilePro Corp.
MobilePro
Acquires American Fiber Network
Thursday
June 30, 3:05 pm ET
Deal
Expected to be Accretive to Earnings, Add More Than $6.5M in Annualized Revenue
to MOBL
BETHESDA,
Md., June 30 /PRNewswire-FirstCall/ -- MobilePro Corp. (OTC Bulletin Board:
MOBL
-
News),
a
wireless technology and broadband telecommunications company, announced today
the completion of its acquisition of American Fiber Network, Inc. (AFN), a
licensed competitive local exchange carrier (CLEC) and long distance provider
based in Kansas City, Kan. Terms of the transaction were not disclosed.
(Logo:
http://www.newscom.com/cgi-bin/prnh/20040414/FLWLOGOLOGO
)
AFN
is
licensed to provide local, long distance and Internet service (http://www.americanfibernetwork.com
) in all
48 contiguous U.S. states. The deal is expected to add more than $6.5 million
in
annualized revenue and to be immediately accretive to MobilePro's earnings.
The
acquisition also adds more than 15,000 customer lines to MobilePro's growing
base.
Jay
Wright, MobilePro chairman and CEO, said, "Acquiring AFN adds another important
piece to our growing national telecommunications footprint. Doug Bethell and
his
team have built strong relationships in important vertical markets such as
multi-dwelling units, temporary housing units and resort area properties where
we can leverage MobilePro's wireless capabilities. We expect this acquisition
to
be immediately accretive to our earnings".
Doug
Bethell, president and CEO of AFN, said, "We look forward to working with Jay
and the rest of the MobilePro team as we continue to grow AFN's capabilities
and
geographic reach. With MobilePro's wireless capabilities, pre-paid cellular
offering through TommyWireless, national footprint and financial strength,
we
believe that we can offer expanded services to our customer base while
maintaining our tradition of quality service".
About
American Fiber Network
Founded
in 1990, AFN is a full-service competitive local exchange carrier (CLEC) and
value-added reseller operating in the contiguous 48 states. AFN provides
technology-driven solutions for the telecom industry and focuses on four major
customer segments: 1) hotels and resorts, 2) corporate housing, 3) resort area
property management phone service and 4) business services. Product offerings
include local phone service, long distance, 800 services, operator-assisted
calling, vacation telephone blocking, call tracking and accounting and dedicated
T-1 service. The company offers one-stop shopping and delivers a full-service
telecommunications solution for its customers. AFN presently services more
than
15,000 lines.
About
MobilePro Corp.
MobilePro
Corp. is a wireless technology and broadband telecommunications company based
in
Bethesda, Md. The company is focused on creating shareholder value by developing
and deploying wireless technologies, acquiring and growing profitable broadband
telecommunications companies and forging strategic alliances with
well-positioned companies in complementary product lines and industries.
An
investment profile about MobilePro Corp. may be found at http://www.hawkassociates.com/mobilepro/profile.htm
.
For
more
information, contact MobilePro CEO Jay Wright at (301) 315-9040 or by e-mail
at
jwright22@closecall.com
. For
investor relations information, contact Frank Hawkins or Julie Marshall, Hawk
Associates, at (305) 451-1888, e-mail: info@hawkassociates.com
.
Detailed information about MobilePro can be found on the website http://www.mobileprocorp.com
. An
online investor relations kit including copies of MobilePro press releases,
current price quotes, stock charts and other valuable information for investors
may be found on the website http://www.hawkassociates.com
and
http://www.hawkmicrocaps.com
.
Certain
of the statements contained herein may be, within the meaning of the federal
securities laws, "forward-looking statements" that are subject to risks and
uncertainties that could cause actual results to differ materially from those
described in the forward-looking statements. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors that may cause
the actual results, performance or achievements of the company to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements. See the company's Form 10-K for
the
fiscal year ended March 31, 2005 for a discussion of such risks, uncertainties
and other factors. These forward-looking statements are based on management's
expectations as of the date hereof, and the company does not undertake any
responsibility to update any of these statements in the future.

text: MobilePro Corp.

text: American Fiber Network

text: MobilePro Corp.

text: American Fiber Network, Inc.

text: Doug Bethell

text:
Doug
Bethell

text: American Fiber Network

text: MobilePro Corp.

text:
MobilePro
Corp.

text: MobilePro Corp.


text:
EX-99.1
2
ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Exhibit
99.1
For
Immediate Release
For
more
information:
Rex
S.
Schuette
Chief
Financial Officer
(706)
781-2266
Rex_Schuette@ucbi.com
UNITED
COMMUNITY BANKS, INC. COMPLETES ACQUISITION
OF
GWINNETT COMMERCIAL GROUP, INC.
BLAIRSVILLE,
GA, - June 1, 2007 -
United
Community Banks, Inc. (Nasdaq: UCBI) today announced that it has completed
the
acquisition of metro Atlanta-based Gwinnett Commercial Group, Inc. and its
wholly owned community banking subsidiary, First Bank of the South. United
now
has 10 community banks with 39 offices and $3 billion in assets in the Atlanta
MSA.
The
merger will add three offices in Gwinnett County and one each in DeKalb and
north Fulton counties. The population of Gwinnett, the second-largest county
in
the Atlanta MSA, is projected to grow at four times the national average,
or 26
percent, over the next five years.
"Atlanta
is the economic engine of the South and one of the most robust banking markets
in the country", said Jimmy Tallent, president and chief executive officer of
United Community Banks. "This partnership has allowed us to enter three key
areas in this market and to fill a critical gap in United's footprint. It also
accomplishes a primary strategic objective of encircling the metro Atlanta
area."
Glenn
White, chief executive officer of First Bank of the South, and Steve Williams,
president, will continue their roles in the newly formed United Community
Bank -
Gwinnett, United's 27th
community bank. "This merger is about the growth of two companies that will fit
together exceptionally well", said Glenn White. "We are delighted to join this
organization and we look forward to the opportunities this merger will provide
for our employees and our customers. The combination will provide our customers
with a greater number of convenient banking offices as well as access to
a
broader array of financial products and services. We anticipate continuing
our
strong growth and financial performance as part of this winning
team."
Gwinnett
Commercial's board members will continue their service on the board of United
Community Bank - Gwinnett. In addition, John D. Stephens, chairman of Gwinnett
Commercial, will join the United Community Banks, Inc. board of
directors.
"First
Bank of the South is a well-run, well-respected community bank", Tallent added.
"We are very pleased to add to our family this team of outstanding bankers
who
share our passion for building long-term value for our shareholders through
exceptional customer service".
About
United Community Banks, Inc.
Headquartered
in Blairsville, United Community Banks is the third-largest bank holding
company
in Georgia. United Community Banks has combined assets of approximately $8.0
billion and operates 27 community banks with 108 banking offices located
throughout north Georgia, metro Atlanta, coastal Georgia, western North Carolina
and east Tennessee. The company specializes in providing personalized community
banking services to individuals and small to mid-size businesses. United
Community Banks also offers the convenience of 24-hour access through a network
of ATMs, telephone and on-line banking. United Community Banks common stock
is
listed on the Nasdaq Global Select Market under the symbol UCBI. Additional
information may be found at the company's web site at www.ucbi.com.
Safe
Harbor
This
news
release contains forward-looking statements, as defined by Federal Securities
Laws, including statements about financial outlook and business environment.
These statements are provided to assist in the understanding of future financial
performance and such performance involves risks and uncertainties that may
cause
actual results to differ materially from those in such statements. Any such
statements are based on current expectations and involve a number of risks
and
uncertainties. For a discussion of factors that may cause such forward-looking
statements to differ materially from actual results, please refer to the
section
entitled "Forward-Looking Statements" on page 4 of United Community Banks,
Inc.'s annual report filed on Form 10-K with the Securities and Exchange
Commission.
#
#
#

text:
Rex
S.
Schuette

text:
UNITED
COMMUNITY BANKS, INC.

text: GWINNETT COMMERCIAL GROUP, INC.

text:
United
Community Banks, Inc.

text: Gwinnett Commercial Group, Inc.

text: Jimmy Tallent

text:
Glenn
White

text: Steve Williams

text: Glenn White

text: John D. Stephens

text: United Community Banks, Inc.

text: United Community Banks, Inc.

text:
United Community Banks,
Inc.


text:
EX-99.1
5
exhibit_99-1.htm
PRESS RELEASE
Life
On Earth, Inc. Closes Acquisition of "The Giant Beverage Company, Inc".
Acquisition More Than Doubles
Company's Revenues
NEW
YORK, NY- April 30, 2018- Life On Earth, Inc. (OTCQB: LFER) (the "Company" or "Life on Earth"), a brand
accelerator company in the healthier and functional beverage and snack industry announced today that it has closed the acquisition
of The Giant Beverage Company, Inc. (Giant). The Company expects the
acquisition to increase its revenues by over 100% on an annual basis and be EBITDA accretive within a quarter thereafter. Life
On Earth's portfolio in the alternative and functional beverage category will now benefit from the Company's own Direct
Store Delivery ("DSD") systems in California (Northern CA) and New York (New York City and Metropolitan Region).
"This acquisition marks a significant milestone in our Company's history and it's the third acquisition we have
closed in the past 18 months, "said Chairman and Chief Executive Officer, Mr. Fernando Oswaldo Leonzo. "During this
period, we have grown from $200,000 in annual revenues to over $7 Million with plans for meaningful organic growth, as we consolidate
overlapping infrastructure, add additional brands and leverage each brands' already established relationships. As with our
previous acquisitions, this transaction further supports our strategic initiative by adding scale in key markets by introducing
new capabilities while enhancing our ability to grow our proprietary business with new and existing clients. We are confident that
we have the right people, products and infrastructure to drive meaningful top and bottom line growth, as we strive to position
the company for an up-listing, to a primary exchange, in our next fiscal year ('19) which begins on June 1
st
2018,"
he continued.
"On
an operational level, we can now receive shipments of our
Victoria's Kitchen
brand and its related SKUs, that we have
been developing", said John Romagosa, Life On Earth's President. "We are also expanding distribution of
our GRAN NEVADAÔ
products
in New York City, as we improve our current portfolio with better quality and healthier alternatives, including our exclusive brands
such as Hemp2OÔ
and other
potential brand acquisitions. Our industries' best seasons for forward growth are upon us and we are now strategically positioned
to expand revenue and cash flow. The timing of these recent transactions is optimal, allowing for Life On Earth to double
(or triple) the size and scale of our operations." he continued.
The Company has filed a Form 8-K with the
US Securities Exchange Commission "SEC") in conjunction with this press release and readers can view the full filing
on the SEC website or the Company's Investor Relations section of LFER's website. Visit:
www.lifeonearthinc.com
About
Life On Earth, Inc.
Life on Earth, Inc.
("Life
on Earth" or the "Company"), a "
Naturally Better Way
" consumer-based and brand accelerator
is a dynamic and innovative all-natural consumables products company focused, but not limited to the beverage and snack industry.
The Company has established a unique business model focused on building brands within the alternative beverage and snack space.
The Company's brand model is complimented by its strong distribution subsidiaries Energy Source Distributors, Inc. ("ESD")
in California and The Giant Beverage Company, Inc. ("Giant") in the New York City Metropolitan area. The
growth
of "game changing" marketing applications, human capital resources and follow-on investments will help Life on Earth
deliver a fully integrated platform for the emerging and functional brand category that are good for its consumers as well as the
environment.
Visit:
www.lifeonearthinc.com
SAFE HARBOR ACT
Forward-Looking
Statements: This release contains statements that constitute forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements
appear in a number of places in this release and include all statements that are not statements of historical fact regarding the
intent, belief or current expectations of Life on Earth, Inc. ("Life on Earth" or the "Company") its directors
or its officers with respect to, among other things: (i) financing plans; (ii) trends affecting its financial condition or results
of operations; (iii) growth strategy and operating strategy. The words "may", "would", "will,"
"expect", "estimate", "can", "believe", "potential" and similar expressions
and variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking
statements including those relating to the Company's financing being adequate for the Company to close this acquisition,
being able to place its products in the retail stores, to launch its growth and expansion plans among others, are not guarantees
of future performance and involve risks and uncertainties, many of which are beyond Life on Earth's ability to control, and
actual results may differ materially from those projected in the forward-looking statements as a result of various factors. No
information in this press release should be construed in any way whatsoever as an indication of Life on Earth's future revenues,
financial performance or stock price. More information about the potential factors that could affect the business and
financial results is and will be included in Life on Earth's filings with the Securities and Exchange Commission at www.sec.gov.
Investors and Corporate Relations
Please Contact: info@lifeonearthinc.com
(516) 867- 8383

text:
Life
On Earth, Inc.

text: Life On Earth, Inc.

text: Giant Beverage Company, Inc.

text: Fernando Oswaldo Leonzo

text: Life On Earth, Inc.

text: Life on Earth, Inc.

text: Giant Beverage Company, Inc.

text: Life on Earth, Inc.


text:
EX-99
2
mm04-2007_8klongview991.txt
EXHIBIT 99.1
------------
BROOKFIELD Asset Management
NEWS RELEASE
BROOKFIELD ASSET MANAGEMENT AND LONGVIEW FIBRE COMPANY ANNOUNCE
COMPLETION OF MERGER
TORONTO, ONTARIO AND LONGVIEW, WASHINGTON, APRIL 20, 2007 - Brookfield Asset
Management Inc. (NYSE and TSX: BAM) ("Brookfield") and Longview Fibre Company
("Longview") today announced the completion of Brookfield's acquisition of
Longview for approximately US$2.15 billion including assumed debt.
Under the terms of the merger agreement, Brookfield acquired all outstanding
shares of Longview Common Stock for $24.75 per share. Longview Common Stock will
cease trading at the close of market today and will no longer be listed on the
New York Stock Exchange. With the closing of this transaction, Longview is now a
wholly-owned subsidiary of Brookfield.
With this transaction, Brookfield has acquired 588,000 acres of prime, freehold
timberlands in Washington and Oregon, the heart of the Pacific Northwest,
establishing Brookfield as one of the top five timberlands owners and operators
in North America with a total of 2.6 million acres of prime freehold timberlands
under management. The high value species, excellent growth rates and significant
standing timber inventories make these timberlands among the most valuable in
the world. In addition, Brookfield has acquired an integrated manufacturing
operation that produces specialty papers and containers.
ABOUT BROOKFIELD ASSET MANAGEMENT
Brookfield Asset Management Inc. (NYSE/TSX: BAM), focused on property, power and
infrastructure assets, has over US$50 billion of assets under management and is
co-listed on the New York and Toronto Stock Exchanges under the symbol BAM. For
more information, please visit Brookfield's website at www.brookfield.com.
ABOUT LONGVIEW FIBRE COMPANY
Longview Fibre Company is a real estate investment trust (REIT) engaged in the
ownership and management of 588,000 acres of softwood timberlands predominantly
located in western Washington and Oregon, and manufactures specialty paper and
containers through a wholly-owned subsidiary. For more information, please visit
Longview's website at www.longviewfibre.com.
FORWARD LOOKING STATEMENTS
Statements in this press release that are not historical may be deemed
forward-looking statements within the meaning of US federal securities laws or
forward-looking information within the meaning of Canadian securities laws.
Although Brookfield and Longview believe the expectations reflected in any
forward-looking statements are based on reasonable assumptions, no assurance can
be given that these expectations will be attained or that the transaction will
be completed and it is possible that actual circumstances and results may differ
materially from those indicated by these forward-looking statements due to a
variety of risks and uncertainties. The completion of and benefits from the
transaction are subject to certain risks and uncertainties, including the
possibility that the anticipated benefits of the merger cannot be fully realized
or may take longer to realize than expected, and other risk factors relating to
Longview's business and its industry as detailed from time to time in Longview's
reports filed with the SEC. Neither Longview nor Brookfield undertake any
obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise. The reader is
directed to Brookfield's documents filed with the securities regulators in
Canada and the United States, including the Annual Information Form under the
heading "Business Environment and Risks" as well as Longview's various filings
with the SEC, including quarterly reports on Form 10-Q, reports on Form 8-K and
its annual reports on Form 10-K, for a discussion of such risks and
uncertainties.
2

text: BROOKFIELD Asset Management

text: BROOKFIELD ASSET MANAGEMENT

text: LONGVIEW FIBRE COMPANY

text:
Brookfield Asset
Management Inc.

text: Brookfield

text: Longview Fibre Company

text: Brookfield

text: Brookfield

text: Brookfield

text: Brookfield

text: Brookfield

text: Brookfield

text: BROOKFIELD ASSET MANAGEMENT

text: Brookfield Asset Management Inc.

text: Brookfield

text: LONGVIEW FIBRE COMPANY

text: Longview Fibre Company

text: Brookfield

text: Brookfield

text: Brookfield


text:
EX-99.1
4
ex99_1.htm
EXHIBIT 99.1
Exhibit 99.1
AgEagle Aerial Systems Announces Acquisition
of
MicaSense for $23 Million
Leading
Drone Sensor Company Expected to Propel AgEagle's
Growth
in the Global Commercial Drone Solutions Industry
WICHITA, Kan. - January 27, 2021
- (GLOBE NEWSWIRE) -
AgEagle Aerial Systems Inc.
(NYSE American: UAVS)
("AgEagle" or the "Company"), an industry leading drone systems and solutions provider, today announced the
Company has agreed to acquire
MicaSense, Inc.
from
Parrot
(Euronext Paris: PARRO), Europe's leading drone group, in a combined cash and stock transaction valued at $23 million.
Based in
Seattle, Washington, MicaSense has been at the forefront of advanced drone sensor development since its founding in 2014, having
formed integration partnerships with several leading fixed wing and multicopter drone manufacturers, including DraganFly™,
senseFly™, Quantum-Systems and Wingtra, among others. MicaSense's patented, high precision thermal and multispectral sensors
serve the aerial mapping and analytics needs of the agriculture market, and are well positioned to address applications in advanced
inspection in the energy and insurance sectors and autonomous flight safety for package delivery, among other solutions. MicaSense's
high performance proprietary products, including Altum™, RedEdge-MX™, RedEdge-MX Blue™ and Atlas Flight™,
have global distribution in 70 countries.
AgEagle
'
s
Chief Executive Officer J. Michael Drozd stated,
"
Joining forces with MicaSense
will empower AgEagle to drive true innovation and advancements of commercial drone systems and solutions for a number of high growth
industry segments. With the onboarding of MicaSense
'
s powerful imaging technologies
onto a drone designed for package delivery, we believe it will enable us to produce a turnkey solution that processes in-flight
data in real-time. This will allow for drones to effectively assess emergency landing zones, confirm and substantiate successful
deliveries and determine proximity warnings, among other important considerations. This is just one example of how, together, we
can create highly differentiated drone solutions capable of unleashing the exponential growth potential of unmanned aerial systems
in The Drone Age™.
"
"
AgEagle
'
s
board unanimously supports the significant long-term, value-creating opportunity the combination of AgEagle and MicaSense represents,
"
said Barrett Mooney, Chairman of AgEagle.
"
Both of our companies have a
similar history rooted in pioneering drones and drone-enabled solutions for the precision farming industry; and both of our companies
have continued to evolve and expand our respective growth strategies to bring to market powerful new drone systems and solutions
for the broader commercial drone industry. The strategic union of our strengths, complementary technological expertise and shared
industry experience should position us well to capitalize on and benefit from growing demand for drone-enabled solutions capable
of materially improving how businesses operate.
"
Justin
McAllister, Co-Founder and CTO of MicaSense, added,
"
MicaSense
'
s
industry-leading solutions, along with the cultural alignment of our two organizations, will allow AgEagle to continue emerging
as a dominant player in the commercial drone industry. We are very excited to join the AgEagle family and look forward to bringing
the full value of MicaSense to AgEagle
'
s exciting future growth.
"
Page
1
of 2
For
more information relating to the acquisition of MicaSense, please refer to the Form 8-K to be filed with the U.S. Securities and
Exchange Commission and accessible at
www.sec.gov
or
https://ageagle.com/investors/#investors-sec
.
About AgEagle Aerial Systems Inc.
Founded in 2010, Wichita-based AgEagle is
one of the nation's leading commercial drone technology, services and solutions providers. We deliver the metrics, tools
and strategies necessary to define and implement drone-enabled solutions that solve important problems for our valued customers.
AgEagle's growth strategies are centered on the delivery of advanced drone technologies, contract manufacturing services
and agtech solutions. Our goal is to establish AgEagle as one of the dominant commercial drone design, engineering, manufacturing,
assembly and testing companies in the United States and become the world's trusted source for turnkey drone delivery services
and solutions. In addition, we continue to leverage our reputation as one of the leading technology solutions providers to the
Agriculture industry with best-in-class drones, along with data analytics for hemp and other commercial crops. For additional
information, please visit
www.ageagle.com
.
About MicaSense
MicaSense is at the forefront of multispectral
sensor development for vegetative analysis, providing high quality drone-based cameras to a global market. Designed to be highly
adaptable for integration with a variety of platforms, MicaSense sensors are used by researchers, drone service providers and growers
in a multitude of industry applications. RedEdge, the company's leading sensor, is in its fifth iteration (RedEdge-MX). RedEdge-MX
is integrated with over 150 different drones and has been featured in over 100 research publications globally. With MicaSense products,
researchers, land managers, and growers can capture and analyze data on plant stress, growth stage, disease, nutrient deficiencies
and more. Visit www.micasense.com for more information.
About Parrot
Founded in 1994 by Henri Seydoux, Parrot is
today the leading European group in the fast-growing industry of drones. Visionary, at the forefront of innovation, Parrot is
the only group to be positioned across the entire value chain, from equipment to services and software. Parrot, the world's
number 2 of the consumer drone market, designs drones known for their high performance and ease of use. Parrot has a portfolio
of outstanding companies and interests in commercial drones, covering equipment, software and services. Its expert capabilities
are focused primarily on three vertical markets: (i) agriculture, (ii) 3D Mapping, Surveying and Inspection, and (iii) Defense
and Security. The Parrot Group designs and engineers its products in Europe, mainly in France and Switzerland. It currently employs
over 500 people worldwide and makes the majority of its sales outside of France. Parrot, headquartered in Paris, has been listed
since 2006 on Euronext Paris (FR0004038263 - PARRO). For more information:
www.parrot.com
Forward-Looking Statements
This press release may contain "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934. Such statements involve risks and uncertainties that could negatively affect our business, operating results, financial
condition and stock price. Factors that could cause actual results to differ materially from management's current expectations
include those risks and uncertainties relating to our competitive position, the industry environment, successful integration of
acquisitions, potential growth opportunities, and the effects of regulation and events outside of our control, such as natural
disasters, wars or health epidemics. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions
to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions
or circumstances on which any such statement is based, except as required by law.
Contacts:
AgEagle Aerial Systems Inc.
Gateway Investor Relations
Sean Mansouri or Cody Cree
Phone: 949-574-3860
Email:
UAVS@gatewayIR.com
MicaSense
Alyssa Ryan
Phone: 206-279-9972 ext. 3
Email:
marketing@micasense.com
Parrot
Marie Calleux
Phone: +33(0) 1 48 03 60 60
Email:
marie.calleux@parrot.com
Page
2 of 2

text: AgEagle Aerial Systems

text: MicaSense

text: AgEagle Aerial Systems Inc.

text: MicaSense, Inc.

text: Parrot

text: MicaSense

text: MicaSense

text: MicaSense

text: MicaSense

text: MicaSense

text: MicaSense

text: Barrett Mooney

text: MicaSense

text: MicaSense

text: MicaSense

text: MicaSense

text: AgEagle Aerial Systems Inc.

text: MicaSense

text: MicaSense

text: MicaSense

text: MicaSense

text: Parrot

text: Parrot

text: Parrot

text: Parrot

text: Parrot

text: Parrot

text: Parrot

text: AgEagle Aerial Systems Inc.

text: MicaSense

text: Parrot


text:
EX-99.1
9
dex991.htm
PRESS RELEASE - DECEMBER 12, 2005
Press Release - December 12, 2005
Exhibit 99.1
Transmeridian Completes
$250 Million Financing
HOUSTON, December 12, 2005
(Prime Zone) - Transmeridian Exploration Incorporated (AMEX: TMY) today announced that it has completed a private placement of 250,000 Units consisting of $250 million in aggregate principal amount of senior secured notes due 2010 of
Transmeridian Exploration, Inc. (TMEI-BVI), the company's wholly-owned British Virgin Islands subsidiary, and detachable five-year warrants to purchase approximately 17.3 million shares of the company's common stock at an exercise
price of $4.31 per share, subject to adjustment in certain circumstances. The notes bear interest at the rate of 12% per annum, are guaranteed by the company and certain of the company's subsidiaries, and are secured by pledges of the
outstanding capital stock of TMEI-BVI and certain of the company's other subsidiaries.
Proceeds from the private placement will be used to consummate the pending acquisition of Bramex Management, Inc., repay existing indebtedness and for other general corporate purposes.
The notes, the warrants and the common stock issuable upon exercise of the
warrants have not been registered under the Securities Act of 1933 or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration
requirements of the Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities.
Transmeridian Exploration Incorporated (TMEI) is an independent energy company established to acquire and develop oil
reserves in the Caspian Sea region of the former Soviet Union. TMEI primarily targets medium-sized fields with proved or probable reserves and significant upside reserve potential. Its first major project is the South Alibek Field in Kazakhstan and
it is currently pursuing additional projects in the Caspian Sea Region.
For more information please contact the following:
Transmeridian Exploration Incorporated
Lorrie T. Olivier, CEO
Earl W. McNiel, CFO
397 N. Sam Houston Pkwy E., Suite 300
Houston, Texas 77060
Phone: (281) 999-9091
Fax: (281) 999-9094
E-mail: tmei@tmei.com
Website:
www.tmei.com
This press release contains certain forward-looking statements within the meaning of
Section 27A of the Securities and Exchange Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created therein. Investors are cautioned that
all forward-looking statements involve risks and uncertainties, including but not limited to those discussed in the TMEI's Annual Report on Form 10-K for the year ended December 31, 2004 and other filings with the Securities and Exchange
Commission. Although TMEI believes the assumptions underlying the forward-looking statements contained herein are reasonable, there can be no assurance that the forward-looking statements included in this press release will prove to be accurate. In
light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion herein should not be regarded as a representation by the TMEI or any other person that the objectives and plans of the TMEI will be
achieved.
1

text: Transmeridian Exploration Incorporated

text: Transmeridian Exploration, Inc.

text: Bramex Management, Inc.

text: Transmeridian Exploration Incorporated

text: Transmeridian Exploration Incorporated

text: Lorrie T. Olivier


text:
EX-99.1
3
a2018bvxexhibit99120180830.htm
BVX_EXHIBIT 99.1_2018.08.30
Exhibit
EXHIBIT 99.1
Bovie Medical Corporation Announces Completion of "Core" Business Segment Sale to Symmetry Surgical Inc. for Total Cash Consideration of $97 million
Divestiture and Sale of the Core business segment allows the Company to further focus on the commercialization of Renuvion™ Cosmetic Technology
CLEARWATER, FL - AUGUST 30, 2018 - Bovie Medical Corporation (NYSEMKT:BVX) (the "Company"), a maker of medical devices and supplies and the developer of J-Plasma®, a patented surgical product marketed and sold under the Renuvion™ Cosmetic Technology brand in the cosmetic surgery market, today announced that it has completed the previously announced divestiture and sale of the Core business segment and the Bovie® brand to Symmetry Surgical Inc. for gross proceeds of $97 million in cash. Bovie Medical shareholders voted to approve the divestiture and sale transaction at an annual meeting of shareholders held on August 30, 2018.
"The closing of the divestiture and sale of our Core business segment to Symmetry is an important milestone for our organization as it allows us to further focus on our strategic objective of commercializing our J-Plasma technology under the Renuvion brand in the cosmetic surgery market", said Charlie Goodwin, Chief Executive Officer of the Company. "We believe this transaction has already created significant value for our shareholders and positions us to aggressively pursue the extremely compelling opportunity our Advanced Energy business has in serving the cosmetic surgery market. We look forward to sharing more details about the future growth and profitability profile of our Company - as well as updating our fiscal year 2018 financial guidance - on our corporate update call on September 5, 2018".
Conference Call Details:
Management will host a conference call at 8:00 a.m. Eastern Time on September 5, 2018 to discuss the transaction and to host a question and answer session. To listen to the call by phone, interested parties within the U.S. may dial 844-507-6493 (or 647-253-8641for international callers) and provide access code 9489957. Participants should ask for the Bovie Medical Corporation Call.
A live webcast of the call will be accessible via the Investor Relations section of the Company's website and at: https://event.on24.com/wcc/r/1827722/8DFD3979EA9FB417E4AABFF7565F5AE6
A telephonic replay will be available approximately two hours after the end of the call through 11:59pm ET on Wednesday 9/19. The replay can be accessed by dialing 800- 585-8367 for U.S. callers or 416-621-4642 for International callers and using the replay access code: 9489957. The webcast will be archived on the Investor Relations section of the Company's website.
About Bovie Medical Corporation:
Bovie Medical Corporation is a leading maker of medical devices and supplies as well as the developer of J-Plasma® technology (marketed and sold under the Renuvion™ Cosmetic Technology brand in the cosmetic surgery market), a patented plasma-based surgical product for cutting, coagulation and ablation of soft tissue. J-Plasma technology utilizes a helium ionization process to produce a stable, focused beam of plasma that provides surgeons with greater precision, and minimal invasiveness. The Company also leverages its expertise through original equipment manufacturing (OEM) agreements with other medical device manufacturers. For further information about the Company and its products, please refer to the Bovie Medical Corporation website at www.boviemedical.com.
1
About Symmetry Surgical Inc.:
Symmetry develops and delivers high-quality surgical instrumentation to healthcare providers around the world. Symmetry's portfolio of more than 20,000 instruments includes proven, trusted brands, and Symmetry works to bring new innovations to market that can help clinicians deliver superior patient care - from access to intervention to closure in surgical procedures. Symmetry's rich and diverse history creates one of the industry's most comprehensive surgical instrument portfolios, which includes well-known brands such as BOOKWALTER®, GREENBERG®, OLSEN®, SYMMETRY®, SYMMETRY SHARP KERRISON®, FLASH PAK®, CLASSIC®, CLASSIC PLUS®, SECTO®, QUAD-LOCK®, RAPIDCLEAN®, MAGNAFREE®, MIDAS TOUCH®, MICROSECT®, ULTRA INSTRUMENTS®, MULTIPAK®, ACCESS SURGICAL®, RILEY MEDICAL®, TRANSPAK®, OPTI-LENGTH®, THE ULTRA SYSTEM®, BOOKWALTER ROTILT®, SYMMETRY ACCESS™, and VESOCCLUDE®. For more information, please visit www.symmetrysurgical.com.
Cautionary Statement on Forward-Looking Statements:
Certain matters discussed in this release and oral statements made from time to time by representatives of the Company may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved.
Forward-looking information is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. Many of these factors are beyond the Company's ability to control or predict. Important factors that may cause actual results to differ materially and that could impact the Company and the statements contained in this release can be found in the Company's filings with the Securities and Exchange Commission including the Company's Report on Form 10-K for the year ended December 31, 2017 and subsequent Form 10-Q filings. For forward-looking statements in this release, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The Company assumes no obligation to update or supplement any forward-looking statements whether as a result of new information, future events or otherwise.
Investor Relations Contact:
Westwicke Partners on behalf of Bovie Medical Corporation
Mike Piccinino, CFA
443-213-0500
investor.relations@boviemed.com
2

text: Bovie Medical Corporation

text: Symmetry Surgical Inc.

text: Bovie Medical Corporation

text: Symmetry Surgical Inc.

text: Bovie Medical

text: Symmetry

text: Charlie Goodwin

text: Bovie Medical Corporation

text: Bovie Medical Corporation

text: Bovie Medical Corporation

text: Bovie Medical Corporation

text: Symmetry Surgical Inc.

text: Symmetry

text: Symmetry

text: Symmetry

text: Symmetry

text: SYMMETRY

text: SYMMETRY

text: SYMMETRY

text: Bovie Medical Corporation


text:
EX-99.1
3
tm2120154d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
CareMax Acquires Senior Medical Associates to
Further Expand Broward County Presence
Acquisition Adds 10 Medical Centers
and Approximately 5,000 Medicare Advantage Members
Miami, FL - June 21, 2021 -- CareMax, Inc. ("CareMax")
(NASDAQ: CMAX; CMAXW)
, a leading technology-enabled provider of value-based care to seniors, announced today the closing of the acquisition
of Senior Medical Associates, LLC ("SMA"). SMA operates 10 conveniently located medical centers across Broward County with
approximately 5,000 Medicare Advantage members in the SMA network. CareMax intends to use SMA's footprint as the foundation of CareMax's
expansion initiative in Broward County, a market with more than 335,000 Medicare eligible beneficiaries. CareMax expects the transaction
to be immediately accretive.
"We believe the acquisition of SMA will further CareMax's
ability to provide high-quality, compassionate care to seniors", commented Carlos de Solo, Chief Executive Officer of CareMax. "This
is an important acquisition for CareMax and is a step forward in executing our multi-pronged expansion strategy focused on de novo growth
and strategic M&A".
With this acquisition, CareMax now operates 36 medical centers, serving
approximately 62,000 patients, including approximately 22,000 Medicare Advantage members. SMA brings to CareMax a track record of high-quality
clinical care and member satisfaction. CareMax plans to build upon this success and accelerate the growth of the SMA network through multiple
strategic avenues, including:
·
Utilizing CareMax's proprietary technology
platform, CareOptimize, to provide data, analytics and rules-based decision tools/workflows for SMA care teams to customize high-touch,
whole person care and improve medical loss ratios;
·
Driving further organic growth by utilizing CareMax's
sales and marketing infrastructure and additional health plan relationships to fill existing patient capacity in SMA clinics (currently
at ~50% capacity); and
·
Creating a leading presence in the region by
filling in location gaps in a key adjacent market.
About CareMax
CareMax is a technology-enabled care platform providing value-based
care and chronic disease management to seniors. CareMax operates medical centers that offer a comprehensive suite of healthcare and social
services, and a proprietary software and services platform that provides data, analytics, and rules-based decision tools/workflows for
physicians across the United States. Learn more at
www.caremax.com
.
About Senior Medical Associates
Senior Medical Associates is a group of primary care physicians with
medical centers throughout Broward County. The group is dedicated to patients over 65 years of age, allowing for the full focus on the
needs of seniors. The team consists of experienced physicians, nurse practitioners, medical assistants and staff all dedicated to providing
compassionate and caring, personalized, primary care.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private
Securities Litigation Reform Act of 1995, as amended. These forward-looking statements include statements regarding our future growth
and strategy. Words such as "anticipate", "believe", "budget", "contemplate", "continue,"
"could", "envision", "estimate", "expect", "guidance", "indicate", "intend,"
"may", "might", "plan", "possibly", "potential", "predict", "probably,"
"pro-forma", "project", "seek", "should", "target", or "will", or the negative
or other variations thereof, and similar words or phrases or comparable terminology, are intended to identify forward-looking statements.
These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown
risks, uncertainties, assumptions and other important factors, many of which are outside the Company's control, that could cause actual
results or outcomes to differ materially from those discussed in the forward-looking statements.
Important risks and uncertainties that could cause the Company's actual
results and financial condition to differ materially from those indicated in forward-looking statements include, among others, the Company's
ability to expand its business and the business of SMA; the Company's ability to integrate SMA into the Company; changes in market or
industry conditions, regulatory environment, competitive conditions, and receptivity to the Company's services; the Company's ability
to continue its growth; changes in laws and regulations applicable to the Company's business, in particular with respect to Medicare Advantage
or Medicaid; the Company's ability to maintain its relationships with health plans and other key payers; the impact of COVID-19 or another
pandemic, epidemic or outbreak of infectious disease on the Company's business and results of operation; and the Company's ability to
recruit and retain qualified team members and independent physicians. For a detailed discussion of the risk factors that could affect
the Company's actual results, please refer to the risk factors identified in the Company's reports filed with the SEC. All information
provided in this press release is as of the date hereof, and the Company undertakes no duty to update or revise this information unless
required by law.
Contacts:
CareMax, Inc.
Gordon Carroll
gordon.carroll@caremax.com
Roger Ou
roger.ou@caremax.com
Investor Relations
The Equity Group Inc.
Devin Sullivan
Senior Vice President
dsullivan@equityny.com
(212) 836-9608

text: CareMax

text: Senior Medical Associates

text: CareMax, Inc.

text: CareMax

text: Senior Medical Associates, LLC

text: SMA

text: SMA

text: SMA

text: CareMax

text: SMA

text: CareMax

text: CareMax

text: SMA

text: CareMax

text: CareMax

text: CareMax

text: CareMax

text: SMA

text: CareMax

text: CareMax

text: SMA

text: CareMax

text: SMA

text: CareMax

text: SMA

text: CareMax

text: CareMax

text: CareMax

text: Senior Medical Associates

text: Senior Medical Associates

text: SMA

text: SMA

text: CareMax, Inc.


text:
EX-99.1
3
tv516156_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Filing Person: OurPet's Company
Subject Company: OurPet's Company
Commission File No.: 000-31279
FOR IMMEDIATE RELEASE
OurPet's Company Completes Merger
with Hyper Pet LLC
FAIRPORT HARBOR, Ohio - March
14, 2019
- OurPet's Company (OTCQX: OPCO) ("OurPet's" or the "Company"), a leading
proprietary pet supply company, today announced that it completed its merger with a wholly-owned subsidiary of Hyper Pet LLC ("Hyper
Pet"), a leading pet hardgoods and treats company for over 30 years which is located in Wichita, KS.
The completion of the transaction follows
the satisfaction of all customary closing conditions, including approval of the merger by OurPet's shareholders on March
7, 2019. The Company will be mailing to the stockholders a form of letter of transmittal and other instructions regarding the steps
that the stockholders will need to complete in order to receive their merger consideration of $1.00 per share of the Company's
common stock.
Dr. Steven Tsengas, the President and Chief
Executive Officer of OurPet's, commented, "This merger validates the Company's deep intellectual property portfolio,
established brand equity, and diverse customer base. In partnering with Hyper Pet, we maintain our dedication to developing and
marketing high quality, innovative products for improving the health, safety, comfort and enjoyment of pets".
Tim Blurton, CEO of Hyper Pet, added, "The
closing of this merger marks a significant milestone for Hyper Pet and we are excited to be able to bring together the dedicated
and committed teams and strong brands at both organizations. Hyper Pet continues to be committed to innovation and growth, which
is only amplified through the combination with OurPet's".
Falls River Group acted as exclusive financial
advisor to the Company. Boenning & Scattergood provided a fairness opinion to the Company's Board of Directors. Kohrman Jackson
& Krantz LLP served as legal counsel to the Company in connection with the transaction.
DLA Piper LLP (US) served as legal counsel
for Hyper Pet in connection with the transaction.
About OurPet's Company
OurPet's Company designs, produces
and markets a broad line of innovative, high-quality accessory and consumable pet products in the U.S. and overseas. For more information
about the company and its products, visit
www.petzonebrand.com
and
www.ourpets.com
.
About Hyper Pet LLC
Since 1983, Hyper Pet LLC has taken the
pet industry by storm and has quickly become an industry-leading innovative, interactive and award-winning toy, treat, and leash
and collar lifestyle pet company. Through a range of strong brands, Hyper Pet's passion to promote the ultimate bonding experience
and fun for both the owner and their pet delivers products for the whole family to enjoy with their pets while continuously developing
the pet industry year after year. For more information, visit
www.hyper-pet.com
.
Cautionary Statement Concerning Forward-Looking
Statements
Certain of the matters set forth in this
press release constitute forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange
Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among
other things, statements regarding the intent, belief or expectations of the Company and can be identified by the use of words
such as "may", "will", "should", "would", "will be", "will continue,"
"will likely result", "believe", "project", "expect", "anticipate,"
"intend", "estimate" and other comparable terms. These forward-looking statements include, but are not
limited to, statements regarding: the anticipated benefits of the merger, including the statements made by Dr. Steven Tsengas and
Mr. Tim Blurton; our ability to close the proposed merger; the impact of the proposed merger; the strategic rationale and transaction
benefits; business conditions; growth in the industry; general economic conditions; addition or loss of significant customers;
the loss of key personnel; product development; competition; risks of doing business abroad; foreign government regulations; fluctuations
in foreign currency rates; rising costs for raw materials and sources of supply that may be limited or unavailable from time to
time; the timing of orders booked; and the other risks that are described from time to time in OurPet's filings with the
SEC.
These statements are based on the current expectations of our
management. It is important to note that our actual results could be materially different from those projected in such forward-looking
statements. There are a number of risks and uncertainties that could cause actual results to differ materially from these forward-looking
statements. Other unknown or unpredictable factors could also have material adverse effects on our business, financial condition,
liquidity, results of operations, and prospects. You should exercise caution in relying on forward-looking statements as they involve
known and unknown risks, uncertainties, and other factors that may materially affect our future results, performance, achievements,
or transactions. Information on factors that could impact actual results and cause them to differ from what is anticipated in the
forward-looking statements contained herein is included in our filings with the Securities and Exchange Commission, or the SEC
from time to time, including, but not limited to those described in Item 1A. Risk Factors in our Annual Report on Form 10-K
for the year ended December 31, 2017, as filed with the SEC on April 2, 2018. Moreover, because we operate in a very competitive
and rapidly changing environment, new risks are likely to emerge from time to time. Given these risks and uncertainties, potential
investors are cautioned not to place undue reliance on these forward-looking statements as a prediction of future results, which
speak only as of the date of this presentation, unless noted otherwise. Except as required by federal securities laws and the rules and
regulations of the SEC, we do not undertake to revise or update any forward-looking statements.
For further information, contact:
Contacts
OurPet's Company
Dr. Steven Tsengas, CEO
(440) 354-6500, x111
Mr. Scott Mendes, CFO
(440) 354-6500, x109
Hyper Pet LLC
Tim Blurton, CEO
(800) 456-5778

text: OurPet's Company

text: OurPet's Company

text: OurPet's Company

text: Hyper Pet LLC

text: OurPet's Company

text: Hyper Pet LLC

text: Steven Tsengas

text: Tim Blurton

text: Falls River Group

text: Boenning & Scattergood

text:
Kohrman Jackson
& Krantz LLP

text: DLA Piper LLP (US)

text: OurPet's Company

text: OurPet's Company

text: Hyper Pet LLC

text: Hyper Pet LLC

text: Steven Tsengas

text: Tim Blurton

text: OurPet's Company

text: Steven Tsengas

text: Scott Mendes

text: Hyper Pet LLC

text: Tim Blurton


text:
EX-99.1
4
axesstel_8k-exex9901.htm
PRESS RELEASE
Exhibit 99.1
Investor Relations Contact:
Pat Gray
(858) 625-2100
pgray@axesstel.com
Axesstel acquires Flexcomm Limited
- Diversifies Business into Network Security
Devices and Managed Services-
- Secures $1.2 million in equity financing
-
- Welcomes Michael Loh to Board of Directors
-
SAN DIEGO, CA - September 25, 2014 -
Axesstel (OTCQB: AXST) announced today that is has acquired Flexcomm Limited of Hong Kong in a stock for stock acquisition. Flexcomm
Limited's operating subsidiaries include Flexcomm Technology (Shenzhen) Ltd., a designer and manufacturer of network security
devices based in Shenzhen, China, and PT Scan Nusantara, a provider of network security services based in Jakarta, Indonesia.
"The Flexcomm acquisition accomplishes
several of our immediate strategic objectives", said Pat Gray, chief executive officer of Axesstel. "Flexcomm extends
our product offerings into additional network communication and security devices. The PT Scan business takes us into network security
management on a recurring revenue business model. Finally, the combination provides a platform to take our Home Alert products
into Asia, and to access new business opportunities in the rapidly developing Southeast Asia region".
Flexcomm Limited, founded in 2004, is a provider
of wired and wireless routers, modems and other devices for Network Communication, Network Multimedia and Consumer Multimedia products
and solutions. Flexcomm Limited, together with Flexcomm Shenzhen, employs a team of mechanical, hardware and software engineers
in Shenzhen, China. For the past two years, Flexcomm Limited's largest selling product has been a network security appliance
that has been sold to distributors and value added resellers in Europe and Asia.
Flexcomm Limited owns 85% of PT Scan Nusantara,
also founded in 2004, which is engaged in the business of providing network security services, primarily to commercial banks and
government agencies in Indonesia. PT Scan operates a network security center which monitors network activity for its customers
24 hours a day, seven days a week. The security monitoring business is based on long term contracts which typically provide for
multi-year terms with quarterly payments made in advance. PT Scan is also branching into offering systems integration and managed
services for telecommunications providers for the rapidly growing telecommunications market in Indonesia and other Southeast Asian
countries.
Flexcomm Limited was founded by Dato'
Michael Loh Soon Gnee. Dato' Loh has had a distinguished career in the semiconductor industry with more than 34 years of experience
in wafer fabrication, research and development and assembly, testing and distribution of semiconductor products. Dato' Loh is currently
the Executive Chairman and Chief Executive Officer of: ASTI Holdings Limited (SGX:AITH.SI), a publicly-traded company engaged in
the business of researching, designing, developing and manufacturing semiconductor equipment; Advanced Systems Automation Limited
(SGX:ASDA.SI), a publicly-traded provider of automated semiconductor backend process equipment and precision engineering manufacturing
services; Dragon Group International (SGX:DRGN.SI), a publicly-traded investment holding company; Chief Executive Officer of Eoplex,
Inc., a Silicon Valley HVPF™ Print-Forming process technology company; and Dragon Technology Distribution Pte. Ltd., a pan-Asia
company with operating subsidiaries engaged in the electronic components distribution business. In connection with this transaction,
Dato' Loh has become Axesstel's largest stockholder and was appointed to Axesstel's Board of Directors.
"This transaction is a good match for
both companies", said Dato' Michael Loh. "The combined company has core competencies in key product and service areas
for network communications and security. With operating bases in the United States, China and Indonesia, we have access to key
markets for talent, financial resources, manufacturing and service. We believe that we are particularly well positioned to access
the markets in the Southeast Asia region, where we expect to see strong demand for computing and communications for several years".
Concurrently with the Flexcomm Limited acquisition,
Axesstel secured an additional $1.2 million equity financing with Dato' Loh. Pursuant to the terms of a Subscription Agreement,
Axesstel sold 6.0 million shares of its common stock to Dato' Loh for an aggregate purchase price of $1.2 million, or $0.20
per share. Axesstel has agreed to use a portion of the proceeds from the financing to provide working capital to PT Scan Nusantara
to support the development of its business.
In connection with the acquisition, Axesstel
issued an aggregate of 25.0 million shares of its common stock to the former Flexcomm Limited stockholders. Axesstel has filed
a current report on Form 8-K with respect to the Stock Purchase Agreement and the Subscription Agreement. Additional information
about the terms of the acquisition, including details of a potential earn out payment and additional agreements between the parties
can be found in that report on the SEC's website at www.sec.gov.
pg.
1
About Axesstel, Inc.
Axesstel (OTCQB:
AXST) is a provider of wireless voice, broadband access and connected home solutions for the worldwide telecommunications market.
Axesstel's best in class product portfolio includes phones, wireline replacement terminals, security alert systems, and 3G
and 4G broadband gateway devices. These products are used for voice calling, high-speed data access, and connected home management
services. The company has supplied millions of devices to leading telecommunications operators and distributors in over 50 countries
worldwide. Axesstel is headquartered in San Diego, California.
For more information on Axesstel, visit www.axesstel.com.
About Flexcomm Limited.
Flexcomm Limited was founded in 2004 and is
a world leading provider of Network Communication, Network Multimedia and Consumer Multimedia products and solutions which are
based on Intel® network processors, Intel® XScale® technology, Marvell® PXA and Armada processor, Atheros, Broadcom,
MTK, and Sigma Designs technology. Flexcomm Limited strives to develop best in class products and solutions to meet the global
market's growing demands for faster, more compatible and easy-to-use solutions. Flexcomm Limited's passion and understanding
of network and embedded technology and its customers' requirements enable it to help its customers go to market more quickly
with lower risk. Flexcomm Limited is headquartered in Hong Kong, with offices in Shenzhen, China. and Penang, Malaysia.
About PT Scan Nusantara.
PT Scan Nusantara was founded in 2004 and is
a leading provider of network security solutions and services. PT Scan Nusantara operates a network security center that monitors
network activity for its customers 24 hours a day, seven days a week. The company is a trusted provider of security solutions and
services to some of the largest financial and commercial institutions in Indonesia.
"Safe Harbor" Statement under the
Private Securities Litigation Reform Act of 1995: With the exception of historical information, the statements set forth above
include forward-looking statements relating to the anticipated benefits to be received from the Flexcomm Limited acquisition, the
timing and success of product launches, the ability to expand Axesstel's business and penetrate new markets, the availability
of new business opportunities and Axesstel's ability to execute on those opportunities. Axesstel wishes to caution readers
that actual results could differ materially from those suggested by the forward-looking statements due to risks and uncertainties
and a number of important risk factors. Those factors include but are not limited to the risk factors noted in Axesstel's filings
with the Securities and Exchange Commission, including the need for additional working capital; economic and political instability
in developing markets served by Axesstel; unforeseen manufacturing difficulties, unanticipated component shortages, competitive
pricing pressures and the rapidly changing nature of technology and frequent introductions of new products and enhancements by
competitors; the competitive nature of the markets for Axesstel's products; product and customer mix; Axesstel's need to gain market
acceptance for its products; dependence on a limited number of large customers; potential intellectual property-related litigation;
Axesstel's need to attract and retain skilled personnel; and Axesstel's reliance on its contract manufacturers. All forward-looking
statements are qualified in their entirety by this cautionary statement, and Axesstel undertakes no obligation to revise or update
this press release to reflect events or circumstances occurring after this press release.
© 2014 Axesstel, Inc. All rights reserved. The Axesstel logo
is a trademark of Axesstel, Inc.
pg.
2

text: Pat Gray

text: Axesstel

text: Flexcomm Limited

text: Axesstel

text: Flexcomm Limited of Hong Kong

text:
Flexcomm
Limited

text: Pat Gray

text: Axesstel

text: Flexcomm Limited

text: Flexcomm Limited

text: Flexcomm Limited

text: Flexcomm Limited

text: Flexcomm Limited

text: Axesstel

text: Axesstel

text: Flexcomm Limited

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Flexcomm Limited

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Flexcomm Limited

text: Flexcomm Limited

text: Flexcomm Limited

text: Flexcomm Limited

text: Flexcomm Limited

text: Flexcomm Limited

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel

text: Axesstel


text:
EX-99.1
2
ex991.htm
EXHIBIT 99.1
Exhibit
Exhibit 99.1
S&P Global Completes Sale of J.D. Power to XIO Group
Announces $750 Million Accelerated Share Repurchase Transaction
NEW YORK, September 7, 2016-S&P Global (NYSE: SPGI) today announced it has completed the sale of J.D. Power to XIO Group, a global alternative investments firm.
As announced on April 15, 2016, the sale price was $1.1 billion.
J.D. Power is a global marketing information services company providing performance improvement, social media and customer satisfaction insights and solutions.
In connection with the closing, S&P Global announced that it has entered into an accelerated share repurchase (ASR) agreement with Morgan Stanley & Co. LLC to repurchase $750 million of its outstanding common stock. The final settlement of the transaction under the ASR agreement is expected to be completed no later than the first quarter of 2017. The ASR is part of the Company's share repurchase program authorizing the repurchase of up to 50 million shares, as previously announced on December 4, 2013.
"These transactions underscore our enduring commitment to building shareholder value", said Douglas L. Peterson, President and CEO of S&P Global.
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About S&P Global
S&P Global is a leading provider of transparent and independent ratings, benchmarks, analytics and data to the capital and commodity markets worldwide. The Company's divisions include S&P Global Ratings, S&P Global Market Intelligence, S&P Dow Jones Indices and S&P Global Platts. S&P Global has approximately 20,000 employees in 31 countries. For more information, visit www.spglobal.com.
Investor Relations
Chip Merritt
Vice President, Investor Relations
212-438-4321
chip.merritt@spglobal.com
Media Contact
David Guarino
Vice President, External Communications
(212) 438-1471
dave.guarino@spglobal.com

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