text:
EX-99.1
2
a50495438-ex991.htm
EXHIBIT 99.1
Exhibit 99.1
American
Campus Acquires $862.8 Million Kayne Anderson Portfolio
AUSTIN, Texas--(BUSINESS WIRE)--December 3, 2012--American Campus
Communities, Inc. (NYSE:ACC), the largest owner, manager and developer
of high-quality student housing properties in the U.S., today announced
the November 30, 2012 completion of the previously announced acquisition
of 19 select student housing properties with 12,049 beds, including 366
beds at an additional phase currently under development at an existing
property, from affiliates of Kayne Anderson Capital Advisors, L.P. The
aggregate purchase price of $862.8 million includes the assumption of
approximately $395.8 million of outstanding mortgage debt. The
acquisition of the phase under development, which is expected to close
during the third quarter of 2013, is subject to certain closing
conditions, including satisfactory completion of such phase.
"These assets represent an exceptional opportunity to increase our asset
base with high-quality properties and locations in Tier 1 university
markets", said Bill Bayless, American Campus CEO. "Furthermore, we
expect to create significant value through improved operations and
efficiencies with our proven operating platform. We would like to thank
the Kayne Anderson team for their diligent and collaborative work with
the ACC team to close the transaction in such a short time frame and
earlier than expected".
For more details on the 19 select property portfolio, please see the
transaction announcement press release on the company website titled:
American
Campus Communities to Acquire $862.8 Million in High-Quality Assets
Locke Lord LLP served as legal counsel to American Campus.
About American Campus Communities
American Campus Communities, Inc. is the largest developer, owner and
manager of high-quality student housing communities in the United
States. The company is a fully integrated, self-managed and
self-administered equity real estate investment trust (REIT) with
expertise in the design, finance, development, construction management,
and operational management of student housing properties. American
Campus Communities owns 160 student housing properties containing
approximately 98,800 beds. Including its owned and third-party managed
properties, ACC's total managed portfolio consists of 187 properties
with approximately 121,300 beds. Visit
www.americancampus.com
or
www.studenthousing.com
.
Forward-Looking Statements
In addition to historical information, this press release contains
forward-looking statements under the federal securities law. These
statements are based on current expectations, estimates and projections
about the industry and markets in which American Campus Communities
operates, management's beliefs, and assumptions made by management.
Forward-looking statements are not guarantees of future performance and
involve certain risks and uncertainties, which are difficult to predict.
CONTACT:
American Campus Communities, Inc., Austin
Gina Cowart,
512-732-1000
Investor Relations

text:
American
Campus

text:
American Campus
Communities, Inc.

text: Kayne Anderson Capital Advisors, L.P.

text: American Campus

text: Locke Lord LLP

text: American Campus

text: American Campus Communities, Inc.

text: American Campus Communities, Inc.


dataset: buster

text:
EX-99.1
4
ex99-1.htm
Exhibit 99.1
IMAC
Holdings Expands into Louisiana with
Acquisition
of Baton Rouge
Orthopedic
Business
Allen
Johnston, M.D. Joins IMAC as a Medical Director,
Expanding
Company's Footprint, Expertise in Sports Medicine
BRENTWOOD,
Tenn - October 4, 2021
(GLOBE NEWSWIRE) - IMAC Holdings, Inc. (Nasdaq: IMAC) ("IMAC" or the "Company"),
a provider of innovative medical advancements and care specializing in regenerative and rehabilitative orthopedic treatments without
the use of surgery or opioids, today announces its expansion into Louisiana with the acquisition of the Louisiana Orthopaedic & Sports
Rehab Institute (LOSI), located in Baton Rouge.
LOSI
is a practice management company serving the Baton Rouge community since 1988. LOSI's founder, Allen Johnston, M.D., will continue
to see patients at 1940 O'Neal Lane and join IMAC as a Medical Director, expanding the company's in-house expertise in orthopedic
and sports medicine. Dr. Johnston graduated from the Louisiana State University School of Medicine in New Orleans in 1979 and specializes
in Orthopedic Surgery and Orthopedic Trauma Surgery.
LOSI
was acquired on October 1, 2021, for an undisclosed combination of cash and common stock, consistent with IMAC transaction multiples.
"We
are very pleased to further expand IMAC's growing footprint into Louisiana where Dr. Allen Johnston and his practice at the Louisiana
Orthopaedic & Sports Rehab Institute represent the perfect blend of capabilities, patient coverage and service excellence to complement
IMAC's service offerings", stated Jeff Ervin, IMAC's CEO. "This partnership and Dr. Johnston's new role
as Medical Director are a testament to the continued execution on our model to grow IMAC with outpatient clinics that have compelling
fundamentals and growth opportunities. We strongly believe in the value that IMAC provides to its clients, and we embrace the opportunity
to extend that value to a new set of orthopedic patients who we believe can benefit from our approach to movement-restricting conditions".
The
center will join other IMAC Centers which access IMAC's acute injury service line providing physicians, lawyers, and referral sources
a toll-free hotline for around-the-clock access to schedule patients with acute sports, accident, and work-related injuries. This enables
early and appropriate assessment of acute injuries for proper medical management.
"I'm
very energized and enthusiastic about LOSI partnering with IMAC for continuing exceptional care in Baton Rouge. I am excited to share
my experience with the other medical directors at IMAC to collaborate and execute growth initiatives for the company", added Dr.
Johnston.
IMAC
Regenerative Centers have long demonstrated strong patient rehabilitative outcomes. IMAC announced results of clinical data analysis
in May 2021 which showed approximately 81% of IMAC patients reported improvement in movement. IMAC analyzed functional disabilities primarily
affecting the knees, lower back, neck, shoulders, hips, legs, and ankles. Data was collected from patients during initial examinations,
re-examinations and at discharge intervals during patients' course of care. IMAC examined patient functional improvement following
treatment at IMAC Regeneration Centers between 2017 and the first quarter of 2021 utilizing standardized disability indexes.
About
IMAC Holdings, Inc.
IMAC
Holdings owns and manages health and wellness centers that deliver sports medicine, orthopedic, and life science therapies for movement
restricting diseases. IMAC is comprised of three business segments: outpatient medical centers,
the
BACKSPACE
,
and a clinical
research division. With treatments to address the aging population, IMAC Holdings owns or manages more than 15 outpatient medical clinics
and has partnered with several active and former professional athletes, including Ozzie Smith, David Price, Mike Ditka, and Tony Delk
to promote a minimally-invasive approach to sports medicine. IMAC's
the
BACKSPACE retail spine health and wellness treatment
centers deliver chiropractic care within Walmart locations. IMAC's research division is currently conducting a Phase I clinical
trial evaluating a mesenchymal stem cell therapy candidate for bradykinesia due to Parkinson's disease. For more information v
isit
www.imacholdings.com
#
# #
Safe
Harbor Statement
This
press release contains forward-looking statements. These forward-looking statements, and terms such as "anticipate", "expect,"
"believe", "may", "will", "should" or other comparable terms, are based largely on IMAC's
expectations and are subject to a number of risks and uncertainties, certain of which are beyond IMAC's control. Actual results
could differ materially from these forward-looking statements as a result of, among other factors, risks and uncertainties associated
with its ability to raise additional funding, its ability to maintain and grow its business, variability of operating results, its ability
to maintain and enhance its brand, its development and introduction of new products and services, the successful integration of acquired
companies, technologies and assets, marketing and other business development initiatives, competition in the industry, general government
regulation, economic conditions, dependence on key personnel, the ability to attract, hire and retain personnel who possess the skills
and experience necessary to meet customers' requirements, and its ability to protect its intellectual property. IMAC encourages
you to review other factors that may affect its future results in its registration statement and in its other filings with the Securities
and Exchange Commission. In light of these risks and uncertainties, there can be no assurance that the forward-looking information contained
in this press release will in fact occur.
Contact:
IMAC
Press Contact:
Laura
Fristoe
lfristoe@imacrc.com
Investor
Relations:
Bret
Shapiro
(516)
222-2560
brets@coreir.com

label: person

text:
Allen
Johnston

label: organization

text: IMAC Holdings, Inc.

text: Allen Johnston

text: Allen Johnston

text: IMAC Holdings, Inc.

source_dataset: expertai/BUSTER

annotation_scope: BUSTER company-role spans plus reviewed organization, fund, person, and event additions with document-local surface projection; annotations remain non-exhaustive


text:
EX-99.1
5
exhibit991-mceppr2016x08x1.htm
EXHIBIT 99.1
Exhibit
Mid-Con Energy Partners, LP Announces Closing of Permian Acquisition, Strategic Preferred Investment, and Conforming Borrowing Base
TULSA, August 11, 2016 - Mid-Con Energy Partners, LP (NASDAQ: MCEP) ("Mid-Con Energy" or the "Partnership") through its wholly owned subsidiary, Mid-Con Energy Properties, LLC, today announced closing of its previously announced acquisition of oil and natural gas properties in Nolan County, Texas, for approximately $19.5 million. The acquisition is subject to customary post-closing adjustments based on an effective date of June 1, 2016.
PERMIAN ACQUISITION HIGHLIGHTS
.
Mid-Con Energy acquires ~96% average working interest
.
Properties include 27 producing wells, 11 injection wells, and 3 inactive wells
.
Net proved reserves of ~1.5 MMBoe audited by Cawley, Gillespie and Associates, Inc.
.
Reserves ~57% proved developed producing and ~99% oil with a reserve-to-production ratio of ~11.2 years
.
Average net daily production of 368 Boe/d (~96% oil) calculated based on trailing three-month average ended June 30, 2016
.
Historical lease operating expenses average approximately $12/Boe based on trailing three-month period ended June 30, 2016
.
Production taxes approximate 4.6%
CLASS A CONVERTIBLE PREFERRED UNITS
In conjunction with the acquisition, on August 11, 2016, Mid-Con Energy closed its previously announced private offering (the "Offering") of $25.0 million aggregate principal amount of Class A Convertible Preferred Units ("Preferred Units") to investors led by John Goff and including, among others, Mid-Con Energy III, LLC, an affiliate of Mid-Con Energy's general partner, Bonanza Capital, and Swank Capital. The Partnership used net proceeds from the Offering to fund its Permian acquisition, and excess net proceeds will be used for general partnership purposes, including repayment of borrowings outstanding under Mid-Con Energy's revolving credit facility.
The Preferred Units were issued at a price of $2.15 per Preferred Unit (the "Unit Purchase Price"). The Partnership will pay holders of the Preferred Units ("Holders") a cumulative, quarterly distribution in cash at an annual rate of 8.00% or, under certain circumstances, in additional Preferred Units, at an annual rate of 10.00%. At any time after the six-month anniversary and prior to the fifth anniversary of the closing date of the Offering, each Holder may elect to convert all or any portion of such Holder's Preferred Units into common units representing limited partner interests in Mid-Con Energy on a one-for-one basis. On the fifth anniversary of the closing date of the Offering, each Holder may elect to cause the Partnership to redeem all or any portion of such Holder's Preferred Units for cash at the Unit Purchase Price, and any remaining Preferred Units will thereafter be converted to Common Units on a one-for-one basis.
$140 MILLION CONFORMING BORROWING BASE
Mid-Con Energy and its lenders executed Amendment No. 10 to the Partnership's credit agreement on August 11, 2016, increasing the conforming borrowing base of the Partnership's senior secured revolving credit facility to $140 million. Pro forma for net proceeds from the Permian acquisition and the Offering, debt outstanding will be approximately $133 million. Mid-Con Energy's next regularly scheduled bi-annual redetermination is expected to occur on or about November 1, 2016.
ABOUT MID-CON ENERGY PARTNERS, LP
Mid-Con Energy is a publicly held Delaware limited partnership formed in July 2011 to own, acquire, exploit and develop producing oil and natural gas properties in North America, with a focus on Enhanced Oil Recovery. Mid-Con Energy's core areas of operation are located in Southern Oklahoma, Northeastern Oklahoma, the Gulf Coast, and the Permian. For more information, please visit Mid-Con Energy's website at www.midconenergypartners.com.
FORWARD-LOOKING STATEMENTS
This press release includes "forward-looking statements" - that is, statements related to future, not past, events within meaning of the federal securities laws. Forward-looking statements are based on current expectations and include any statement that does not directly relate to a current or historical fact. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as "anticipate", "believe", "estimate", "intend", "expect", "plan", "project", "should", "goal", "forecast", "guidance", "could", "may", "continue", "might", "potential", "scheduled", or "will" or other similar words. These forward-looking statements involve certain risks and uncertainties and ultimately may not prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. For further discussion of risks and uncertainties, you should refer to Mid-Con Energy's filings with the Securities and Exchange Commission ("SEC") available at www.midconenergypartners.com or www.sec.gov. Mid-Con Energy undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement and our SEC filings. Please see the risks and uncertainties detailed in the "Forward-Looking Statements" of our public filings.
INVESTOR RELATIONS CONTACT
IR@midcon-energy.com
(918) 743-7575
1

text: Mid-Con Energy Partners, LP

override: organization

text: Permian

text: Mid-Con Energy Partners, LP

text: Mid-Con Energy

text: Mid-Con Energy Properties, LLC

text: PERMIAN

text: Mid-Con Energy

text: Mid-Con Energy

text: Mid-Con Energy

text: Mid-Con Energy

text: Permian

text: Mid-Con Energy

text: Mid-Con Energy

text: Mid-Con Energy

text: Permian

text: Mid-Con Energy

text: MID-CON ENERGY PARTNERS, LP

text: Mid-Con Energy

text: Mid-Con Energy

text: Permian

text: Mid-Con Energy

text: Mid-Con Energy

text: Mid-Con Energy


text:
EX-99.1
4
d250471dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
Bird and Switchback II Announce Closing of Business Combination
Combined Company, Bird Global, Inc., Trades on NYSE as "BRDS"
(Los Angeles, CA & Dallas, TX) - November 5, 2021 - Bird Rides, Inc. ("Bird" or the "Company"), a leader in
environmentally friendly electric transportation, today announced that it has completed its business combination with Switchback II Corporation (NYSE: SWBK; "Switchback II"), a publicly traded special purpose acquisition company. In
connection with the closing of the business combination, the combined company, Bird Global, Inc. (NYSE: BRDS; "Bird Global"), received approximately $414 million in incremental liquidity through a combination of Switchback II cash in
trust, the proceeds of the previously announced private placement, and availability under Bird's credit facility with Apollo Investment Corporation and MidCap Financial Trust, in each case before payment of fees and expenses related to the
business combination. The business combination was approved on November 2, 2021 by Switchback II's shareholders at the extraordinary general meeting.
Travis VanderZanden, Bird Founder and CEO, said, "Today marks a significant milestone for Bird, all of our team members around the world, and
eco-friendly
transportation. I founded Bird over four years ago with a mission to provide environmentally friendly transportation for everyone. Since 2017, we have expanded our shared micro-mobility service to more
than 350 cities globally and have introduced a fleet of retail and direct to consumer micro-electric vehicles. With the support of Switchback II and proceeds from this transaction, we are well positioned for continued growth and expansion of our
mission."
Jim Mutrie and Scott McNeill,
Co-Chief
Executive Officers and Directors of Switchback II, said,
"We were attracted to Bird for its market leadership position, experienced and innovative leadership team, and compelling business model, along with its identified levers for growth. We are pleased to have witnessed those initial impressions at
work through the entirety of the business combination process and as the company continues to execute against and deliver exceptional financial and operational results. We look forward to continuing to support Bird as it furthers its mission and
capitalizes on the significant addressable market in which it operates".
To celebrate the completion of the merger and Bird Global's public
listing on the New York Stock Exchange (the "NYSE") under the trading symbol, "BRDS", members of Bird Global's leadership team will ring the Opening Bell at the NYSE on November 5, 2021. The Opening Bell will ring at
9:30 a.m. ET and interested parties may tune in to a live stream on the NYSE's website at:
https://www.nyse.com/bell
.
Advisors
Credit Suisse Securities (USA) LLC acted as exclusive financial and capital markets advisor to Bird. Goldman Sachs & Co. LLC acted as exclusive
financial advisor to Switchback II. Latham & Watkins LLP acted as legal advisor to Bird and Vinson & Elkins L.L.P. acted as legal advisor to Switchback II.
About Bird
Bird is an electric vehicle company dedicated
to bringing affordable, environmentally friendly transportation solutions such as
e-scooters
and
e-bikes
to communities across the world. Founded in 2017 by
transportation pioneer Travis VanderZanden, Bird is rapidly expanding. Today, it provides fleets of shared micro electric vehicles to riders in over 350 cities globally and makes its products available for purchase at www.bird.co and via leading
retailers and distribution partners. Bird partners closely with the cities in which it operates to provide a reliable and affordable transportation option for people who live and work there.
About Switchback II
Switchback II was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar
business combination with one or more businesses or entities. Switchback II focused its search for a target business in the broad energy transition or sustainability arena targeting industries that require innovative solutions to decarbonize in
order to meet critical emission reduction objectives.
Forward-Looking Statements
The information in this press release includes "forward-looking statements." All statements, other than statements of present or historical fact
included in this press release are forward-looking statements. When used in this press release, the words "could", "should", "will", "may", "believe", "anticipate", "intend,"
"estimate", "expect", "project", the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words.
These forward-looking statements are based on management's current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by
applicable law, the Company disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. The Company
cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company's control. Should one or more of the risks or uncertainties
described in this press release occur, or should underlying assumptions prove incorrect, actual results and plans could different materially from those expressed in any forward-looking statements. Additional information concerning these and other
factors that may impact the operations and projections discussed herein can be found in Bird Global's periodic filings with the SEC and in the definitive proxy statement/prospectus filed by Bird Global. Bird Global's SEC filings are
available publicly on the SEC's website at www.sec.gov.
Investor Contact
Andrew Tom
investor@bird.co
Media Contact
Terry Preston
BirdPR@icrinc.com

text: Bird

text: Switchback II

text: Bird

text: Bird Rides, Inc.

text: Bird

text: Switchback II Corporation

text: Switchback II

text: Bird

text: Bird

text: Switchback II

text: Bird

text: Switchback II

text: Bird

text: Bird

text: Bird

text: Switchback II

text: Switchback II

text: Bird

text: Bird

text: Bird

text: Bird

text: Credit Suisse Securities (USA) LLC

text: Bird

text: Goldman Sachs & Co. LLC

text: Switchback II

text: Latham & Watkins LLP

text: Bird

text: Vinson & Elkins L.L.P.

text: Switchback II

text: Bird

text: Bird

text: Bird

text: Bird

text: Switchback II

text: Switchback II

text: Switchback II

text: Bird

text: Bird

text: Bird


text:
EX-99.1
14
ex991.htm
PRESS RELEASE
ex991.htm
BERRY
PLASTICS COMPLETES ACQUISITION OF
CAPTIVE
PLASTICS, INC.
EVANSVILLE, INDIANA, FEBRUARY 5, 2008
- Berry Plastics
Corporation, an Apollo Management, L.P. and Graham Partners portfolio company,
announced today that it has completed the previously announced acquisition of
100% of the outstanding common stock of Captive Holdings, Inc., the parent
company of Captive Plastics, Inc. ("Captive"), a First Atlantic Capital, Ltd.
portfolio company.
Captive
manufactures blow-molded bottles and injection-molded closures for the food,
healthcare, spirits and personal care end markets. Captive is
headquartered in Piscataway, NJ and operates 13 plants across the United
States.
For
additional information, please contact:
Brett
Bauer
Executive
VP of Strategic Corporate Development
Diane
Tungate
Executive
Assistant
Berry
Plastics Corporation
101
Oakley Street
Evansville,
IN 47710
Telephone:
(812) 424-2904
About
Berry Plastics
Berry
Plastics is a leading manufacturer and marketer of plastic packaging
products. Berry Plastics is a major producer of a wide range of
products, including open top and closed top packaging, polyethylene-based
plastic films, industrial tapes, medical specialties, packaging, heat-shrinkable
coatings and specialty laminates to over 13,000 customers, ranging from large
multinational corporations to small local businesses. In the fiscal year ended
September 30, 2007, the company had annual sales of $3.1 billion. Based in
Evansville, Indiana, the company, including Captive, now has
71 manufacturing facilities worldwide and approximately 14,000 employees.
For more information, please visit
http://www.berryplastics.com
.
* * *
*
Certain
statements and information included in this release may constitute "forward
looking statements" within the meaning of the Federal Private Securities
Litigation Reform Act of 1995. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the actual
results, performance, or achievements of Berry Plastics to be materially
different from any future results, performance, or achievements expressed or
implied in such forward looking statements. Additional discussion of factors
that could cause actual results to differ materially from management's
projections, forecasts, estimates and expectations is contained in the
companies' SEC filings. The companies do not undertake any obligation to update
any forward-looking statements, or to make any other forward-looking statements,
whether as a result of new information, future events or otherwise.

text: PLASTICS

text:
CAPTIVE
PLASTICS, INC.

text:
Berry Plastics
Corporation

text: Captive Holdings, Inc.

text: Captive Plastics, Inc.

text:
Berry
Plastics Corporation


text:
EX-99
15
eei_8k040606ex991.htm
EXHIBIT 99.1
Exhibit 99.1
Exhibit 99.1
CONTACTS:
Audra J. Mace
Stanley Wunderlich
Chief Financial Officer
Consulting for Strategic Growth
Tel: (203) 797-2699
Tel: (800) 625-2236
Fax: (203) 797-2697
Fax: (212) 337-8089
E-mail:
amace@electroenergyinc.com
E-mail:
info@cfsg1.com
www.electroenergyinc.com
www.cfsg1.com
ELECTRO ENERGY INC.
CLOSES PURCHASE OF MANUFACTURING
ASSETS NEAR GAINESVILLE, FLORIDA
Company Finalizes
Financing of $11 Million;
DANBURY, Conn., April 6, 2006
- Electro Energy Inc. (Nasdaq: EEEI),
a leading provider of
advanced battery technologies and associated systems, today announced it has closed on the
purchase of significant battery manufacturing assets formerly owned by Energizer Power
Systems located in Alachua, Florida, near Gainesville.
Concurrently, the Company finalized
an $11 million private placement of Senior-secured convertible notes financed by a small group of
institutional investors. Jefferies & Company, Inc. served as the sole placement agent. No
application has been, or is expected to be, made for the convertible notes to be listed
or quoted on any public exchange. The gross proceeds to the Company from the sale of the
notes are $11 million, prior to deducting commissions and expenses. The Company expects to
use the net proceeds to purchase additional production equipment and leasehold
improvements for the Alachua, Florida facility and for working capital and general
corporate purposes.
"As we communicated to the
market beginning last year, our top priority was to acquire significant manufacturing
assets for lithium-ion and nickel based rechargeable cells and batteries to accelerate our
commercialization plan", stated Martin G. Klein, Chairman & Chief Executive
Officer of Electro Energy. "The closing on the purchase and the finalizing of the
financing represent a major turning point for Electro Energy, allowing us to begin
executing our commercialization plans for high-volume manufacturing. The Company is now
positioned to start to offer U.S. manufactured batteries for defense, industrial and
commercial applications including hybrid electric vehicles, plug in hybrid electric
vehicles, power tools, electric scooters, other mobile products and electric utility
energy storage".
The total purchase price for the
assets consists of 5,750,000 unregistered shares of common stock of the Company and a
six-year warrant to purchase up to 2,000,000 shares of common stock of the Company at an
exercise price of $7.00 per share. The Company also entered into lease agreements for
200,000 square feet of industrial space located at 12781 NW Highway 441, Alachua, Florida,
with an option to purchase a portion of the facilities at fair market value. In connection
with the lease agreement, the Company issued 1,000,000 four-year warrants to purchase
shares of Electro Energy's common stock at an exercise price of $7.00.
1
The notes mature on March 31, 2010
and bear interest at 8.5% per annum. The interest is payable semi-annually in cash or
Electro Energy's common stock, under certain conditions, at the option of the Company. The notes are
convertible, at the option of the holder, into Electro Energy's common stock at a
conversion price of $3.80 per share, subject to adjustment in certain circumstances. The
initial conversion price represents a 15% premium to the average of the trading prices of
Electro Energy's common stock during a 10-day pricing period. The notes are senior to
existing and future secured debt of the Company to the extent of the value of the assets
securing that debt. In connection with the notes the Company will issue 578,947 warrants
that are exercisable until March 31, 2010 at an exercise price of $3.80 per share.
The notes were offered and sold in a
private placement exempt from registration under the Securities Act of 1933, as amended
(the "Securities Act"). This press release does not constitute an offer to sell
nor a solicitation to buy any security and shall not constitute an offer, solicitation or
sale in any jurisdiction in which such offer, solicitation or sale is unlawful. This
notice is as a matter of record only. The securities sold in this private placement have
not been registered under the Securities Act or applicable state securities laws and may
not be offered or sold in the United States in the absence of an effective registration
statement or exemption from applicable registration requirements. The Company is required
to register with the Securities and Exchange Commission the shares of common stock
issuable upon conversion of the notes and exercise of the related warrants, plus an
estimated number of shares of company common stock potentially issuable in respect of
accrued interest on the notes and other payments that may be made in the form of shares.
The company will file a Form 8-K with
the SEC by April 7, 2006, relating to the acquisition and financing transactions, which
will include copies of the executed documents.
About Electro Energy Inc.
Electro Energy Inc., headquartered in
Danbury, Connecticut, was founded in 1992 to develop, manufacture and commercialize
high-powered, rechargeable bipolar nickel-metal hydride batteries for use in a wide range
of applications. Its Colorado Springs operation supplies aerospace-grade high quality
nickel cadmium batteries and components for satellites, aircraft and other specialty
applications. EEEI is also developing high power lithium rechargeable batteries utilizing
the Company's proprietary design. EEEI has recently acquired significant
manufacturing assets near Gainesville, Fla., to accelerate commercialization of its
battery technology. For further information, please visit
www.electroenergyinc.com
.
###
Certain statements in this news
release may contain forward-looking information within the meaning of Rule 175 under the
Securities Act of 1933 and Rule 3b-6 under the Securities Exchange Act of 1934, and are
subject to the safe harbor created by those rules. All statements, other than statements
of fact, included in this release, including, without limitation, statements regarding
potential future plans and objectives of the companies, are forward-looking statements
that involve risks and uncertainties. There can be no assurance that such statements will
prove to be accurate and actual results and future events could differ materially from
those anticipated in such statements. Factors that could cause actual results to differ
materially from those in the forward-looking statements include, among other things, the
following: general economic and business conditions; competition; unexpected changes in
technologies and technological advances; ability to commercialize and manufacture
products; results of experimental studies; research and development activities; changes
in, or failure to comply with, governmental regulations; and the ability to obtain
adequate financing in the future. This information is qualified in its entirety by
cautionary statements and risk factors disclosure contained in certain of Electro Energy
Inc.'s Securities and Exchange Commission filings available at http://www.sec.gov.
Pursuant
to a December 1, 2004 agreement, Consulting For Strategic Growth I, Ltd.
("CFSG1") provides Electro Energy with consulting, business advisory, investor
relations, public relations and corporate development services, for which CFSG1 receives a
fixed monthly fee for the duration of the agreement. Independent of CFSG1's receipt
of cash compensation from Electro Energy, CFSG1 may choose to purchase the common stock of
Electro Energy and thereafter sell those shares at any time it deems appropriate to do so.
For more information about CFSG1, please go to
www.cfsg1.com
.
2

text: Stanley Wunderlich

text: ELECTRO ENERGY INC.

text: Electro Energy Inc.

text:
Energizer Power
Systems

text: Martin G. Klein

text: Electro Energy Inc.

text: Electro Energy Inc.

text:
Electro Energy
Inc.

text: Consulting For Strategic Growth I, Ltd.


text:
EX-99.1
5
v420022_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Viggle and Sportech Team Up to Buy DraftDay
from MGT Capital
HARRISON, NY (September 9, 2015)
MGT Capital Investments, Inc. (NYSE MKT: MGT) announced today that it has
completed the sale of its daily fantasy sports assets to a new entity formed by Viggle Inc. (NASDAQ: VGGL) and Sportech Digital,
a subsidiary of Sportech PLC (LON: SPO). The new company, called DraftDay Gaming Group, Inc. will continue to offer the same high
quality daily fantasy sports experience directly to consumers and to businesses desiring turnkey solutions to new revenue streams.
By
combining and capitalizing on the well-established operational business assets of DraftDay, Sportech and Viggle, the new company
is well-positioned to become a significant player in the explosive fantasy sports market. DraftDay has paid out over $30 million
in prizes with player retention and brand loyalty second to none in the industry. Viggle assets
MyGuy
and
Viggle Football
have already met with great success by offering exciting real-time interactive participation to its nearly 10 million registered
users in tandem with professional and college football and basketball games. Sportech is one of the world's leading betting
organizations, operating in 30 countries and employing over 1,000 people. DraftDay will be
the
differentiated platform in
the industry, having a leadership team highly experienced in B2B aggregated network operations and regulated gaming markets.
Viggle
owns 44% of DraftDay Gaming Group, Sportech owns 35%, MGT owns 10%, with employees and other shareholders owning the balance. Robert
F.X. Sillerman will be the Chairman of the Board, with Rich Roberts, current President of Sportech Digital, serving as DraftDay
CEO. Nic Sulsky, formerly of Sportech Digital, will be President, and John C. Small, CFO of Viggle, will act as CFO of DraftDay.
Larry Kom, formerly CIO of MGT, will join DraftDay as CTO, accompanied by the full product development team.
The
transaction provides MGT with approximately $5.0 million in total consideration, consisting of Promissory Notes of Viggle Inc.,
restricted shares of VGGL common stock, and a retained equity interest in the new venture. Additionally, MGT receives warrants
exercisable into the new entity. Today's transaction also materially reduces the Company's ongoing burn rate.
For
more detailed information, please refer to Forms 8-K filed today with the Securities and Exchange Commission by VGGL and MGT. Additional
information can also be obtained from Viggle's press release filed this morning.
About MGT Capital Investments, Inc.
MGT Capital and its subsidiaries own and
operate social and real money gaming sites online and in the mobile space, including MGTplay.com and
SlotChamp™
. In
addition, the Company owns intellectual property relating to slot machines and has asserted its claims via patent infringement
lawsuits. MGT also has ownership stakes in DraftDay.com, a top daily fantasy sports wagering platform and Viggle Inc., operator
of an online entertainment marketing and rewards platform with 10 million registered users.
About Sportech PLC
Sportech PLC is a sports gaming and entertainment Group and
one of the world's leading pool and tote betting organizations. We focus on highly regulated markets worldwide, with our
largest activities in the US. Globally we process over $13 billion in bets annually, with a presence in 30 countries, including
customers in most US states that permit such betting. The Group operates through 3 divisions: Sportech Racing and Digital, Sportech
Venues, and The Football Pools, providing betting technology and operating systems and retail venues for betting on football (soccer),
horseracing and greyhound racing. Headquartered in London, England, the company also has operational offices in Connecticut, Atlanta,
Toronto, California, New Jersey, Liverpool, Bristol, Netherlands, Germany, and Ireland. For more information about Sportech
PLC, please visit www.sportechplc.com.
About Sportech, Inc.
Sportech, Inc., part of the Sportech PLC
group, is a global provider of wagering technology and services to licensed gaming operators and consumers. The Sportech Racing
and Digital division is a leading global provider of wagering technology solutions to licensed racing and betting operators, and
the largest provider of white label digital (Internet and mobile) technologies and services to licensed gaming operators in the
U.S. Sportech's Bump 50:50 provides technologies and services for 50/50 raffle programs to the charitable foundations affiliated
with professional sports teams. For more information on Sportech Racing and Digital, visit www.sportech.net.
The Sportech Venues, Inc. division holds
the exclusive license to conduct off-track pari-mutuel wagering on racing and jai alai in the State of Connecticut. The company
operates 15 wagering venues, in addition to an account wagering service that offers Internet and telephone betting on racing. In
parallel with business operations in Connecticut, Sportech Venues California LLC was established to develop and operate off track
wagering sports bar facilities in California. For more information on Sportech Venues, Inc., please visit www.MyWinners.com.
About Viggle, Inc.
Viggle is an entertainment marketing and
rewards platform whose app rewards its members for watching TV shows and discovering new music. The Viggle Platform had an average
monthly total reach of 23.6 million for the three months ended June 30, 2015, including nearly 10 million Viggle registered users.
Since its launch, Viggle members have redeemed over $26 million in rewards for watching their favorite TV programs and listening
to music. Members can use Viggle's store, accessible through the Viggle app or on Viggle.com, to redeem their Viggle Points
for TV show, movie and music downloads. In addition, Viggle operates Wetpaint, which offers entertainment and celebrity news online;
NextGuide, maker of technology that helps consumers search for, find, and set reminders for TV shows and movies; and Choose Digital,
a digital marketplace platform that allows companies to incorporate digital content into existing rewards and loyalty programs
in support of marketing and sales initiatives. For more information, visit www.viggle.com or follow us on Twitter @Viggle.
Forward-looking Statements
This press release contains forward-looking
statements. The words or phrases "would be", "will allow", "intends to", "will likely result,"
"are expected to", "will continue", "is anticipated", "estimate", "project,"
or similar expressions are intended to identify "forward-looking statements." MGT's financial and operational results
reflected above should not be construed by any means as representative of the current or future value of its common stock. All
information set forth in this news release, except historical and factual information, represents forward-looking statements. This
includes all statements about the Company's plans, beliefs, estimates and expectations. These statements are based on current estimates
and projections, which involve certain risks and uncertainties that could cause actual results to differ materially from those
in the forward-looking statements. These risks and uncertainties include issues related to: rapidly changing technology and evolving
standards in the industries in which the Company and its subsidiaries operate; the ability to obtain sufficient funding to continue
operations, maintain adequate cash flow, profitably exploit new business, license and sign new agreements; the unpredictable nature
of consumer preferences; and other factors set forth in the Company's most recently filed annual report and registration statement.
Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only
as of the date hereof. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect events
or circumstances that arise after the date hereof. Readers should carefully review the risks and uncertainties described in other
documents that the Company files from time to time with the U.S. Securities and Exchange Commission.
Company Contact
MGT Capital Investments, Inc.
Robert Traversa, Chief Financial Officer
rtraversa@mgtci.com
914-630-7431
Viggle Inc.
Investor Relations:
John C. Small, 646-738-3220
CFO
john@viggle.com
or
IRTH Communications
Robert Haag, 1-866-976-4784
VGGL@irthcommunications.com
or
Media:
Dian Griesel International
Laura Radocaj, 212-825-3210
lradocaj@dgicomm.com

text: Viggle

text: Sportech

text: DraftDay

text: MGT Capital

text: MGT Capital Investments, Inc.

text: Viggle Inc.

text: Sportech Digital

text: Sportech PLC

text: DraftDay

text: DraftDay

text: Sportech

text: Viggle

text: DraftDay

text: Viggle

text: Viggle

text: Sportech

text: DraftDay

text: Viggle

text: DraftDay

text: Sportech

text: Sportech Digital

text: DraftDay

text: Sportech Digital

text: John C. Small

text: Viggle

text: DraftDay

text: DraftDay

text: Viggle Inc.

text: Viggle

text: MGT Capital Investments, Inc.

text: MGT Capital

text: Viggle Inc.

text: Sportech PLC

text: Sportech PLC

text: Sportech

text: Sportech

text:
Sportech
PLC

text: Sportech

text: Sportech

text: Sportech PLC

text: Sportech

text: Sportech

text: Sportech

text: Sportech

text: Sportech

text: Sportech

text: Viggle

text: Viggle

text: Viggle

text: Viggle

text: Viggle

text: Viggle

text: Viggle

text: Viggle

text: Viggle

text: MGT Capital Investments, Inc.

text: Robert Traversa

text: Viggle Inc.

text: John C. Small


text:
EX-99.1
2
fm5931ex991.htm
EXHIBIT 99.1
Exhibit 99.1
First M&F Corporation and Crockett County Bancshares Complete Merger
KOSCIUSKO, Miss., May 18 /PRNewswire-FirstCall/ -- First M&F Corporation (Nasdaq: FMFC) announced the completion as of the close of business May 12, 2006 of the acquisition of Crockett County Bancshares, Inc. and its subsidiary, Bells Banking Company, which has been merged with and into Merchants and Farmers Bank (M&F Bank). Hugh S. Potts, Jr., Chairman and Chief Executive Officer of First M&F, made the announcement with Joe Williams, the President of Bells Banking Company, now M&F Bank in Crockett County.
First M&F and Crockett County signed a definitive agreement on October 13, 2005 providing for the acquisition. First M&F paid approximately $7.4 million in cash for all of the outstanding shares of Crockett County. Concurrent with the closing, M&F Bank opened three new full-service branches in Shelby County, Tennessee, one in downtown Memphis at Peabody Place, one in Collierville and one in Germantown. Debra LeJeune is the Memphis market president for M&F Bank.
"We are
very pleased to announce the closing of this merger and are excited about this
further step into Tennessee for M&F Bank. We feel fortunate to be a
part of the thriving West Tennessee market and what it means both in terms of
growth for the company and in building shareholder value", First M&F
Chairman and CEO Hugh Potts said. "This merger gives M&F Bank a
solid community banking base in West Tennessee and allows us to open additional
locations in the Memphis metro market to complement our thriving branches in
DeSoto County, Mississippi. As I stated when we announced this transaction
some months ago, it will build on our plan to offer relationship banking to
growing communities, with emphasis on integrity, service and stewardship as we
seek to be part of a brighter future for West Tennessee and North
Mississippi".
"We are
pleased to be part of the M&F family and are ready to build on the seasoned
and successful banking franchise already in place in Crockett County with
additional financial strength and banking products", stated President Joe
Williams.
At merger date, Crockett County had approximately $31 million in assets and one full-service office in Bells, Tennessee.
First M&F Corporation, parent of Merchants & Farmers Bank, is a $1.5 billion bank holding company with 45 banking locations throughout Central and North Mississippi, central Alabama and Southwest Tennessee.
SOURCE First M&F Corporation
-0- 05/18/2006
/CONTACT: John G. Copeland, EVP & Chief Financial Officer of First M&F Corp., +1-662-289-8594/
/Web site: http://www.mfbank.com /

text: First M&F Corporation

text: Crockett County Bancshares

text: First M&F Corporation

text: Crockett County Bancshares, Inc.

text: Bells Banking Company

text: First M&F

text: Bells Banking Company

text: Crockett County

text: First M&F

text: Crockett County

text: First M&F

text: Crockett County

text: First M&F

text: Crockett County

text: Crockett County

text: First M&F Corporation

text: First M&F Corporation

text: First M&F


text:
EX-99.1
2
tv493310_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
May 7, 2018
Alliqua BioMedical, Inc. Announces Closing Asset
Sale to Celularity Inc.
Alliqua to return capital to
shareholders
Alliqua Retains H.C. Wainwright
and Co. to evaluate strategic options
LANGHORNE, Pa., May 07,
2018 (GLOBE NEWSWIRE) -- Alliqua BioMedical, Inc. (Nasdaq:ALQA) ("Alliqua" or "the Company"), a provider of
advanced wound care products, today announced that it has completed its previously announced asset sale to Celularity Inc. of its
property, assets and rights relating to the Company's advanced biologic wound care business, UltraMist® Therapy System
and other therapeutic ultrasound platform products.
"We are excited about
the completion of the transaction, which will now allow Alliqua to focus on maximizing the value of its remaining assets",
said David Johnson, CEO of Alliqua.
Alliqua
intends to return capital back to its stockholders on a per share basis of between $1.40 per share to $1.80 per share in the
fourth quarter of 2018. In addition, Alliqua recently engaged H.C. Wainwright & Co. to provide a range of advisory
services to the Company aimed to seek and evaluate strategic alternatives for Alliqua, including acquisition, merger,
strategic partnership or other strategic transactions.
About Alliqua
BioMedical, Inc.
Alliqua can provide a custom
manufacturing solution to partners in the medical device; cosmetics; and OTC industry, utilizing its proprietary hydrogel technology.
Alliqua's electron beam production process, located at its 16,500 square foot GMP manufacturing facility in Langhorne, PA, allows
Alliqua to custom manufacture a wide variety of hydrogels. Alliqua's hydrogels can be customized for various transdermal applications
to address market opportunities in the treatment of wounds as well as the delivery of numerous drugs or other agents for pharmaceutical
and cosmetic industries.
For additional information,
please visit http://www.alliqua.com. To receive future press releases via email, please visit https://ir.stockpr.com/alliqua/email-alerts.
About Celularity
Inc.:
Celularity, headquartered
in Warren, New Jersey, is a biotechnology company that has leading-edge technology and an associated intellectual property portfolio
that uniquely positions Celularity to harness the power of the placenta. Their asset portfolio consists of more than 800 granted
patents worldwide, as well as pre-clinical and clinical assets including CAR constructs for allogeneic CAR-T/NK products, and
commercial stage biosourcing and functional regeneration businesses. For more information, please visit www.celularity.com. Follow
Celularity on Social Media: @Celularity.
Legal Notice
Regarding Forward-Looking Statements
This release contains forward-looking
statements. Forward-looking statements are generally identifiable by the use of words like "may", "will", "should,"
"could", "expect", "anticipate", "estimate", "believe", "intend", or
"project" or the negative of these words or other variations on these words or comparable terminology. The reader is
cautioned not to put undue reliance on these forward-looking statements, as these statements are subject to numerous factors and
uncertainties outside of our control that can make such statements untrue, including, but not limited to, the adequacy of the Company's
liquidity to pursue its complete business objectives; inadequate capital; the Company's ability to obtain reimbursement from third
party payers for its products; loss or retirement of key executives; adverse economic conditions or intense competition; loss of
a key customer or supplier; entry of new competitors and products; adverse federal, state and local government regulation; technological
obsolescence of the Company's products; technical problems with the Company's research and products; the Company's ability to expand
its business through strategic acquisitions; the Company's ability to integrate acquisitions and related businesses; price increases
for supplies and components; and the inability to carry out research, development and commercialization plans. In addition, other
factors that could cause actual results to differ materially are discussed in our filings with the SEC, including our Annual Report
on Form 10-K and our Quarterly Reports on Form 10-Q. Investors and security holders are urged to read these documents free of charge
on the SEC's web site at http://www.sec.gov. We undertake no obligation to publicly update
or revise our forward-looking statements as a result of new information, future events or otherwise.
Investor Relations Alliqua:
Joe Warusz, Chief Financial Officer
ir@alliqua.com
Source: Alliqua BioMedical, Inc

text: Alliqua BioMedical, Inc.

text: Celularity Inc.

text: Alliqua BioMedical, Inc.

text: Celularity Inc.

text: David Johnson

text:
Alliqua
BioMedical, Inc.

text:
Celularity
Inc.

text: Joe Warusz


text:
EX-99.1
2
exhibit991.htm
EXHIBIT 99.1
Exhibit
EXHIBIT 99.1
SYSTEMAX CLOSES SALE OF FRANCE OPERATIONS
-Completes Transition to Pure Play Industrial Supplies and MRO Company-
PORT WASHINGTON, NY, September 4, 2018 - Systemax Inc. (NYSE:SYX) today announced it has closed the previously announced sale of its France-based IT business to Bechtle AG. The sale was denominated on a cash-free, debt-free basis and included normalized working capital adjustments. Total cash provided from the sale, before tax and transaction expenses but inclusive of cash on hand in France, was approximately $270 million at current exchange rates.
With the completion of the sale, Systemax currently operates its Industrial Products Group ("IPG") business in North America, which is focused on industrial supplies and MRO (maintenance, repair, and operations), markets the Company has served since 1949. IPG sells private-label and brand-name industrial equipment and supplies to businesses throughout North America, primarily under the names Global Industrial in the U.S and Global Industrial CA / Avenue in Canada. IPG offers over 1 million products that are primarily sold through its websites and corporate sales force. It is a highly successful and rapidly growing business that generated approximately $800 million in revenue in 2017 and grew its revenue at a CAGR of 13.7% from 2012 through 2017.
About Systemax Inc. Systemax Inc. (www.systemax.com), through its operating subsidiaries, is a provider of industrial products in North America, going to market through a system of branded e-Commerce websites and relationship marketers. The Company's primary brand is Global Industrial (www.globalindustrial.com).
Forward-Looking Statements This press release contains forward looking statements within the meaning of that term in the Private Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934). Additional written or oral forward looking statements may be made by the Company from time to time in filings with the Securities and Exchange Commission or otherwise. Statements contained in this press release that are not historical facts are forward looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, and are based on management's estimates, assumptions and projections and are not guarantees of future performance. The Company assumes no obligation to update these statements. Forward looking statements may include, but are not limited to, projections or estimates of revenue, income or loss, exit costs, cash flow needs and capital expenditures, statements regarding future operations, expansion or restructuring plans, including our exit from and winding down of our sold NATG operations, financing needs, compliance with financial covenants in loan agreements, plans relating to products or services of the Company, assessments of materiality, predictions of future events and the effects of pending and possible litigation, as well as assumptions relating to the foregoing. In addition, when used in this release, the words "anticipates", "believes", "estimates", "expects", "intends", and "plans" and variations thereof and similar expressions are intended to identify forward looking statements.
Other factors that may affect our future results of operations and financial condition include, but are not limited to, unanticipated developments in any one or more of the following areas, as well as other factors which may be detailed from time to time in our Securities and Exchange Commission filings: risks involved with e-commerce, including possible loss of business and customer dissatisfaction if outages or other computer-related problems should preclude customer access to our products and services; the Company's management information systems and other technology platforms supporting our sales, procurement and other operations are critical to our operations and disruptions or delays have occurred and could occur in the future, and if not timely addressed would have a material adverse effect on us; we could suffer a data security breach due to our e-commerce and data storage systems being hacked by those seeking to steal Company information, vendor, employee or customer personal information, or due to employee error,
resulting in disruption to our operations, loss of information and privacy, legal claims and adverse material impact on our reputation and business; meeting credit card industry compliance standards in order to maintain our ability to accept credit cards; technological change has had and can continue to have a material effect on our product mix and results of operations; general economic conditions will continue to impact our business; extreme weather conditions could disrupt our product supply chain and our ability to ship or receive products, which would adversely impact sales; our international operations are subject to risks such as fluctuations in currency rates and foreign regulatory requirements, and our operations are subject to the impact of newly enacted US and foreign tariffs, and political uncertainty; and managing various inventory risks, such as being unable to profitably resell excess or obsolete inventory and/or the loss of product return rights and price protection from our vendors.
Investor/Media Contacts: Mike Smargiassi The Plunkett Group 212-739-6729
mike@theplunkettgroup.com
- ### -

text: SYSTEMAX

text: Systemax Inc.

text: Bechtle AG

text: Systemax

text: Systemax Inc.

text: Systemax Inc.


text:
EX-99.1
2
v356570_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
FOR
IMMEDIATE RELEASE
Contact:
Ramsey Hamadi
Senior Executive Vice President, Chief Finance Officer
(336) 369-0900
ramsey.hamadi@newbridgebank.com
Jillian Gibson
1
st
Vice President, Director of Marketing
(336) 369-0916
jillian.gibson@newbridgebank.com
NewBridge Bancorp Completes Acquisition
of Security Savings Bank
Greensboro, N.C., October
2, 2013
- NewBridge Bancorp (
NASDAQ: NBBC
) announced today that NewBridge Bank
("NewBridge") successfully completed its supervisory acquisition of Security Savings Bank, SSB ("Security Savings")
of Southport, North Carolina, a mutual savings bank with six branches serving Brunswick County, on October 1, 2013. The merger
was effected pursuant to an order of the North Carolina Commissioner of Banks. NewBridge will continue to operate the acquired
offices under the Security Savings name until a systems conversion occurs in November.
"On behalf of the banking
professionals at NewBridge Bank, I am excited to welcome Security Savings' clients, employees and communities to our Bank,"
said Pressley A. Ridgill, president and chief executive officer of NewBridge Bancorp and NewBridge Bank. "We are looking
forward to serving Security Savings' clients with our comprehensive suite of financial solutions while expanding our presence
in this attractive market".
Ridgill continued, "The
acquisition of Security Savings fulfills NewBridge's original vision - to be a consolidator of choice in our region
by leveraging our existing infrastructure through organic growth and strategic acquisitions. We are grateful to Security Savings'
Board of Directors, management and banking professionals who have worked diligently and purposefully to complete this transaction.
We also appreciate the action of the North Carolina Commissioner of Banks, and the waivers and approvals of the Federal Deposit
Insurance Corporation, that enabled this unique transaction to occur. Because of these combined efforts, Security Savings'
employees, clients and communities will continue to benefit from having a strong, values-based financial institution in Brunswick
County. Equally important, we believe NewBridge Bancorp shareholders will see immediate earnings accretion without dilution to
their share value".
Henry Edmund, former president
and chief executive officer of Security Savings and executive vice president of NewBridge Bank, stated, "We are thankful
for Security Savings' loyal clients who have trusted us for over a century, and we could not have found a better partner
to continue this rich tradition. NewBridge Bank's Guiding Principles, organizational structure and financial strength will
allow us to maintain our community-banking focus while enhancing new and existing client relationships".
With the closing of the merger,
NewBridge is a $2.0 billion institution with 36 branches and a number of loan production offices throughout North Carolina. Already
one of the largest community banks in the Piedmont Triad Region of North Carolina, NewBridge is now one of the largest community
banks in the greater Wilmington area.
NewBridge Bancorp was advised
in this transaction by FIG Partners, LLC as financial advisor and Brooks, Pierce, McLendon, Humphrey & Leonard, LLP as legal
advisor. Security Savings Bank was advised by Raymond James & Associates, Inc. Brooks, Pierce, McLendon, Humphrey & Leonard,
LLP also served as legal advisor to Security Savings Bank.
Disclosures About Forward-Looking Statements
The discussions included in this press release may contain forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of 1995, including Section 21E of the Securities
Exchange Act of 1934 and Section 27A of the Securities Act of 1933. Such statements involve known and unknown risks, uncertainties
and other factors that may cause actual results to differ materially. For the purposes of these discussions, any statements that
are not statements of historical fact may be deemed to be forward-looking statements. Such statements are often characterized by
the use of qualifying words such as "expects", "anticipates", "believes", "estimates,"
"plans", "projects", or other statements concerning opinions or judgments of NewBridge and its management
about future events. The accuracy of such forward-looking statements could be affected by factors including, but not limited to,
the financial success or changing conditions or strategies of NewBridge's clients or vendors, fluctuations in interest rates,
actions of government regulators, the availability of capital and personnel or general economic conditions. Additional factors
that could cause actual results to differ materially from those anticipated by forward-looking statements are discussed in NewBridge's
filings with the Securities and Exchange Commission, including without limitation its annual report on Form 10-K, quarterly reports
on Form 10-Q and current reports on Form 8-K. NewBridge undertakes no obligation to revise or update these statements following
the date of this press release.
About NewBridge Bancorp
NewBridge Bancorp is the bank holding company for NewBridge
Bank, a full service, state-chartered community bank headquartered in Greensboro, North Carolina. The stock of NewBridge Bancorp
trades on the NASDAQ Global Select Market under the symbol "NBBC".
As one of the largest community banks in North Carolina, NewBridge
Bank serves small to midsize businesses, professionals and consumers with a comprehensive array of financial services, including
retail and commercial banking, private banking, wealth management and mortgage banking. Upon the closing and merger of Security
Savings Bank, NewBridge Bank has assets of approximately $2 billion and 36 branches and several loan production offices throughout
North Carolina.
###

text: NewBridge Bancorp

text: Security Savings Bank

text: NewBridge Bancorp

text: NewBridge Bank

text: Security Savings Bank

text: Security Savings

text: Security Savings

text: NewBridge Bank

text: Security Savings

text: Pressley A. Ridgill

text: NewBridge Bancorp

text: NewBridge Bank

text: Security Savings

text: Security Savings

text: Security Savings

text: Security Savings

text: NewBridge Bancorp

text: Security Savings

text: NewBridge Bank

text: Security Savings

text: NewBridge Bank

text: NewBridge Bancorp

text: FIG Partners, LLC

text: Security Savings Bank

text: Raymond James & Associates, Inc.

text: Security Savings Bank

text: NewBridge Bancorp

text: NewBridge Bancorp

text:
NewBridge
Bank

text: NewBridge Bancorp

text:
NewBridge
Bank

text:
Security
Savings Bank

text: NewBridge Bank


text:
EX-99.1
4
ex991.htm
EXHIBIT
Ex 99.1
EXHIBIT 99.1
For Immediate Release:
CONTACT:
Jeanne Moore, Genesis HealthCare
484-949-5647
GENESIS HEALTHCARE ACQUIRES
SUN HEALTHCARE GROUP, INC.
[Kennett Square, PA] December 3, 2012- Genesis HealthCare (Genesis), one of the nation's largest providers of skilled nursing and rehabilitation care, today announced that effective December 1, 2012 it completed the acquisition of Sun Healthcare Group, Inc. (Sun) (NASDAQ GS: SUNH). Based in Irvine, California, Sun is a healthcare services company serving primarily the senior population. Sun owns SunBridge Healthcare, LLC, which, directly and through affiliates, operates skilled nursing facilities, assisted and independent living centers, and behavioral health centers in 23 states. Sun also owns SunDance Rehabilitation, CareerStaff Unlimited, and SolAmor Hospice.
Under the terms of the agreement, Genesis acquired Sun for $8.50 per share of common stock in cash. The aggregate amount of the merger consideration was approximately $215 million, excluding closing costs and the repayment of approximately $89 million of Sun indebtedness. Genesis financed the transaction using borrowings under a term loan and available cash.
The merger of the two companies has created one of the largest skilled nursing providers in the country, with 422 skilled nursing centers in 29 states. It has also expanded Genesis HealthCare's rehabilitation therapy business to more than 1,500 contracts in 46 states. The new company will have nearly 80,000 employees and combined annual revenue of approximately $4.6 billion. The Genesis HealthCare headquarters will remain in Kennett Square, Pennsylvania.
Simultaneous with the Genesis / Sun merger, Sun's SolAmor Hospice segment was sold to Life Choice Hospice, a provider of in-home hospice care, for approximately $85 million. Net cash sale proceeds of $75 million were used to repay Genesis senior indebtedness. Genesis owns an approximate one-third interest in Life Choice Hospice.
"This is an exciting time for Genesis HealthCare", states Genesis Chief Executive Officer George V. Hager, Jr. "The addition of Sun's portfolio enables us to expand the breadth of services we provide nationwide and creates economies of scale that better position Genesis for the challenges facing the post-acute care industry in years to come. We have an exceptional leadership team in the new combined company, and we look forward to providing our expanded portfolio the same exceptional care our patients and residents have come to know and trust. We are also excited to partner with healthcare leaders across the country to create solutions to today's healthcare challenges".
Barclays served as Genesis' exclusive financial advisor, and Skadden, Arps, Slate, Meagher & Flom LLP, Williams Mullen and Arnall Golden Gregory LLP acted as its legal advisors.
MTS Health Partners, L.P. served as Sun's exclusive financial advisor, and O'Melveny & Myers LLP acted as its legal advisor.
About Genesis HealthCare
Genesis HealthCare is one of the nation's largest skilled nursing care providers with more than 400 skilled nursing centers and assisted living residences in 29 states nationwide. Genesis also supplies rehabilitation therapy to over 1,500 healthcare providers in 46 states. Visit our website at www.genesishcc.com.
###

text: Genesis HealthCare

text: GENESIS HEALTHCARE

text: SUN HEALTHCARE GROUP, INC.

text: Genesis HealthCare

text: Genesis

text: Sun Healthcare Group, Inc.

text: Sun

text: Sun

text: Sun

text: Sun

text: Genesis

text: Sun

text: Sun

text: Genesis

text: Genesis HealthCare

text: Genesis HealthCare

text: Genesis

text: Sun

text: Sun

text: Genesis

text: Genesis

text: Genesis HealthCare

text: Genesis

text: Sun

text: Genesis

text: Barclays

text: Genesis

text: MTS Health Partners, L.P.

text: Sun

text: O'Melveny & Myers LLP

text: Genesis HealthCare

text: Genesis HealthCare

text: Genesis


text:
EX-99.1
4
brhc10033043_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Durational Capital Management Completes Acquisition of Casper
NEW YORK - January 25, 2022 -
Casper Sleep Inc. ("Casper" or the "Company") today announced that its all-cash acquisition by Durational Capital Management, LP ("Durational") has been completed. The acquisition was previously announced on November 15, 2021. Under the terms of
the merger agreement, Casper stockholders will receive $6.90 per share in cash. In connection with the completion of the transaction, Casper common stock ceased trading and will be delisted from the New York Stock Exchange.
Casper will operate as a privately held company and will remain headquartered in New York City.
"I am looking forward to working with the talented and committed team at Durational", said Emilie Arel, President and Chief Executive Officer of Casper. "The partnership
allows us the unique opportunity to execute a long-term strategy that builds on the company's legacy and unlocks the full potential of Casper as a leading sleep brand".
"Today's closing signifies a new era of growth and innovation for Casper, and we are thrilled to have successfully completed this transaction in partnership with the
Company", said Eric Sobotka and
Matthew Bradshaw
, Managing Partners of Durational Capital Management. "We are excited to begin working with the Casper team to strengthen their position
as a category-changing brand".
KKR provided financing in support of the transaction from its private credit funds and accounts. "We have had a long standing relationship with Durational and are
thrilled to be able to support their team and the Company with a bespoke asset-based lending solution designed to meet their long-term objectives", said Dan Pietrzak, Co-Head of Private Credit at KKR.
About Casper
Casper believes everyone should sleep better. The Sleep Company has a full portfolio of obsessively engineered sleep products-including
mattresses, pillows, bedding, and furniture designed in-house by the Company's award-winning R&D team at Casper Labs. In addition to its e-commerce business, Casper owns and operates Sleep Shops across North America and its products are
available at a growing list of retailers.
About Durational Capital Management, LP
Based in New York, Durational Capital Management, LP is an investment firm that
invests in high quality consumer companies. Durational approaches its investments with a strategic mindset and focuses on driving long-term value creation through partnership with top tier management teams and actively supporting management to
drive operational improvements. The firm was founded in 2017, and its investment professionals have extensive experience investing in the consumer sector. For more information, visit: www.durational.com.
For Media Inquiries:
For Casper:
Dana Yacyk
Director, PR & Brand Communications at Casper
comms@casper.com
For Durational:
Jared Levy, Emily Claffey, Jeff Huber
Sard Verbinnen & Co
Durational-SVC@sardverb.com,
(212) 687-8080

label: fund

text: Durational Capital Management

override: fund

text: Casper

text: Casper Sleep Inc.

text: Casper

text: Durational Capital Management, LP

text: Casper

text: Casper

text: Casper

text: Emilie Arel

text: Casper

text: Casper

text: Casper

text: Durational Capital Management

text: Casper

text: Casper

text: Casper

text: Casper

text: Casper

text: Durational Capital Management, LP

text: Durational Capital Management, LP

text: Casper

text: Dana Yacyk

text: Casper


text:
EX-99.1
3
y04925exv99w1.htm
EX-99.1
exv99w1
Exhibit 99.1
CONFIDENTIAL
DRAFT FOR CLIENT REVIEW
Majesco Entertainment Accelerates Its Online Portfolio
Acquisition of Talent and Content Demonstrates Long-Term Commitment to Freemium Gaming
EDISON, N.J., - June 6, 2011
- Majesco Entertainment Company (NASDAQ: COOL), a leading
publisher of
video games
for the mass market, announced today that it is making several key
acquisitions from Quick Hit, Inc., underscoring the commitment to its social games business.
Specifically, Majesco acquired certain key operating assets as well as the Quick Hit development
team to execute on its social games strategy. The team has the proven ability to build, deploy and
monetize online games through microtransactions and will bring this experience to Majesco's
expanding online business.
As part of the transaction, Jeffrey Anderson will join the Majesco team as its Senior Vice
President of Social Games. Anderson was the founder and CEO of Quick Hit Inc., a developer and
operator of the online free-to-play NFL-licensed football game
QUICKHIT NFL Football
which utilizes
the virtual goods revenue model. Anderson previously served as the president and CEO of Turbine,
Inc. where he helped grow the developer into a global publisher of top tier MMORPGs including
Dungeons & Dragons Online
and
The Lord of the Rings Online.
Prior to Turbine, Anderson served as
a senior executive at Origin/Electronic Arts and Viacom. Anderson will be responsible for
Majesco's current and future online titles, including
Cooking Mama Friends' Café
,
Parking Wars 2
and
Bananagrams
, as well as several unannounced social and mobile products currently in
development.
"Social gaming is an exploding sector and our acquisition of Quick Hit allows us to take a
leadership role in developing top free-to-play titles", said
Jesse Sutton
, Chief Executive Officer,
Majesco Entertainment. "We've always felt that having our own development team was critical to
building the know-how needed to succeed in the social games market. I am ecstatic that we were
able to land a group of this caliber and a seasoned executive in Jeff Anderson in such a
competitive marketplace".
"Majesco's social games plan is exciting and their past experience identifying and bringing major
brands to gaming fits well with our collective vision of the free-to-play
space", said Anderson.
"We are looking forward to leading Majesco's online and mobile strategy into the future".
In connection with the transaction, as an inducement to employment, Majesco granted an aggregate of
170,652 shares of restricted common stock to ten of the incoming employees. The shares vest in
three equal tranches every 6 months during the 18 months following the grant date. The shares were
granted
as inducements material
to the new employees entering into employment with Majesco in accordance with NASDAQ Listing
Rule 5635(c)(4).
For a further description of the acquisition, please consult Majesco's current report on Form 8-K
as filed with the Securities and Exchange Commission on June 6, 2011.
For more information about Majesco Entertainment, please visit:
www.majescoentertainment.com
.
# # #
About Majesco Entertainment Company
Majesco Entertainment Company is a leading publisher of video games for the mass market. Building
on more than 20 years of operating history, the company is focused on developing and publishing a
wide range of casual and family oriented video games on Kinect for Xbox 360
®
, PlayStation
®
Move
motion controller, Wii
TM
, Nintendo 3DS
TM
and Nintendo DS
TM
,
Facebook
®
Platform, mobile and other leading platforms. Product highlights include
Cooking
Mama
TM
,
TETRIS
®
Party Deluxe
and
Zumba Fitness
®
. The company's shares are traded on the
Nasdaq Stock Market under the symbol: COOL. Majesco is headquartered in Edison, NJ and has an
international office in Bristol, UK. More info can be found online at
www.majescoentertainment.com
or on Twitter at
www.twitter.com/majesco.
Media Contacts
Reverb Communications
Tracie Snitker |
tracie@reverbinc.com
| (209) 586-1495 x104
Abby Oliva |
abby@reverbinc.com
| (209) 586-1495 x106

text: Majesco Entertainment

text: Majesco Entertainment Company

text: Quick Hit, Inc.

text: Majesco

text: Majesco

text: Majesco

text: Majesco

text: Jesse Sutton

text: Majesco Entertainment

text: Majesco

text: Majesco

text: Majesco

text: Majesco

text: Majesco

text: Majesco Entertainment

text: Majesco Entertainment Company

text: Majesco Entertainment Company

text: Majesco


text:
EX-99.1
4
brhc10026994_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Brooklyn ImmunoTherapeutics Completes Acquisition of Novellus Therapeutics
Acquisition Advances Transformation Into Platform Company Focused on Cell, Gene Editing and Cytokine Therapy
Company to hold Conference Call Today, July 19, 2021, at 4:15PM ET to Discuss the Transaction and Future Plans
New York
- July 19, 2021 - Brooklyn ImmunoTherapeutics
, Inc. (NYSE
American: BTX) ("Brooklyn")
, a biopharmaceutical company focused on exploring the role that cytokine and gene editing/cell therapy can have in treating patients with cancer, blood disorders, and monogenic diseases, today
announced that it had completed, on July 16, 2021, its acquisition of Novellus Therapeutics Limited ("Novellus"). Novellus is developing next-generation engineered mesenchymal stem cell ("MSC") therapies using extensively patented mRNA-based cell
reprogramming and gene editing technologies licensed from Factor Bioscience ("Factor"). The transaction advances Brooklyn's evolution into a platform company with a pipeline of next-generation engineered cellular, gene editing and cytokine
programs.
Key Transaction Highlights:
.
Brooklyn acquired Novellus for consideration totaling $125 million, which consisted of $23 million in cash and 7,022,230 shares of Brooklyn common stock, which were
valued at a total of $102 million based on a price of approximately $14.53 per share. Immediately following the closing, the shares issued represented, on an as-converted basis, 13.6% of the shares of Brooklyn's outstanding common stock,
which closed at a price of $10.05 per share on July 16, 2021.
.
The co-founders of Novellus entered into lock-up agreements with respect to 3,377,690 of the shares of Brooklyn common stock issued in the transaction. The
contractual lock-ups extend for a period of three years, subject to certain early release provisions based on the Brooklyn stock price. In support of the transaction, Brooklyn's Board Chair and its Chief Executive Officer and President
entered into identical lock-up agreements with respect to their current holdings.
.
Following the transaction, Brooklyn had approximately $25 million of cash, which Brooklyn projects, based on its current operating plans, will be sufficient to fund
operations through the end of 2023.
.
The transaction relieves Brooklyn from its obligation to pay Novellus a set of upfront fees, clinical development milestone fees and post-registration royalties under
a license agreement that Brooklyn entered into in April 2021 with Novellus and Factor.
In addition, the acquisition builds on the license
agreement, and leaves in place the Factor component of that agreement, which grants Brooklyn exclusive rights to develop certain next-generation mRNA-based gene editing and cell therapy products.
.
As a result of the acquisition, Brooklyn also acquired 25% of the outstanding equity of NoveCite, Inc., a company focused on bringing an allogeneic (off-the-shelf)
MSC product to patients with acute respiratory distress syndrome (ARDS), including from COVID-19.
"We are confident that the Novellus transaction will provide significant forward momentum in the gene editing and mRNA spaces", said Brooklyn's Chief
Executive Officer and President Howard J. Federoff, M.D., Ph.D. "The addition of Novellus will accelerate our research and development efforts,
potentially
facilitating faster development of clinical products for orphan diseases such as sickle cell anemia, familial amyloidosis and cell therapies for cancer. We believe the transaction makes it possible for us to enter first-in-human trials as early
as 2023 and
positions Brooklyn to become a leader in stem cell therapies, gene editing and mRNA therapeutics, with the ability to develop multiple therapeutic candidates rapidly".
"We look forward to continuing to update our stockholders on our progress and to speaking with them to provide additional details on this transformative
transaction", concluded Dr. Federoff.
Brooklyn will be conducting a conference call at 4:15PM ET on July 19, 2021 to discuss the transaction and future plans. Participants can register for
the call
here
and will receive dial-in information to put them directly into the call. Those who are unable to register may access the conference by calling
1-866-777-2509 (toll free U.S.) or 1-412-317-5413 (internationally) and then asking the operator to join them into the Brooklyn ImmunoTherapeutics conference call. The conference will also be webcast, which can be accessed
here
. A replay of the call will be available via the webcast link as well as on Brooklyn's website in the investor relations section, for one week following the call.
About Brooklyn ImmunoTherapeutics
Brooklyn is focused on exploring the role that cytokine, gene editing, and cell therapy can have in treating patients with cancer,
blood disorders, and monogenic diseases.
Brooklyn's most advanced program is IRX-2, a human cell-derived cytokine therapy, studying the safety and efficacy of IRX-2 in patients with head and
neck cancer in Phase 2B. In a Phase 2A clinical trial in head and neck cancer, IRX-2 demonstrated an overall survival benefit. Additional studies are either underway or planned in other solid tumor cancer indications.
Brooklyn has multiple next-generation cell and gene-editing therapies in preclinical development for various indications including acute respiratory
distress syndrome, solid tumor indications, as well as in vivo gene-editing therapies for rare genetic diseases. For more information about Brooklyn and its clinical programs, please visit
www.BrooklynITx.com
.
Forward-Looking Statements
The third bullet under, and the paragraph immediately following, "Key Transaction Highlights" contain
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, which are intended to be covered by the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Forward-looking statements are any statements that are not statements of historical fact and may be identified by terminology such as "believe", "plan", "possible", "potential", "project", or "will"
or other similar words. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those stated or
implied in any forward-looking statement as a result of various factors, including, but not limited to, uncertainties related to: (i) the evolution of Brooklyn's business model into a platform company focused on cellular, gene editing and cytokine
programs; (ii) Brooklyn's ability to successfully, cost-effectively and efficiently develop its technology and products; (iii) Brooklyn's ability to successfully commence clinical trials of any products on a timely basis or at all; (iv) Brooklyn's
ability to successfully fund and manage the growth of its development activities; (v) Brooklyn's ability to obtain regulatory approvals of its products for commercialization; and (vi) uncertainties related to the impact of the COVID-19 pandemic on
the business and financial condition of Brooklyn, including on the timing and cost of its clinical trials. You should not rely upon forward-looking statements as predictions of future events. The forward-looking statements made in this
communication speak only as of the date on which they were made, and Brooklyn does not undertake any obligation to update the forward-looking statements contained herein to reflect events that occur or circumstances that exist after the date
hereof, except as may be required by applicable law or regulation.
###
Investor Relations Contact:
CORE IR
516-222-2560
investors@brooklynitx.com
Media Contact:
Jules Abraham
CORE IR
917-885-7378
julesa@coreir.com

text: Brooklyn ImmunoTherapeutics

text: Novellus Therapeutics

text:
Brooklyn ImmunoTherapeutics
, Inc.

text: Brooklyn

text: Novellus Therapeutics Limited

text: Novellus

text: Novellus

text: Brooklyn

text: Brooklyn

text: Novellus

text: Brooklyn

text: Brooklyn

text: Novellus

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Novellus

text: Brooklyn

text: Novellus

text: Brooklyn

text: Brooklyn

text: Novellus

text: Brooklyn

text: Novellus

text: Brooklyn

text: Brooklyn

text: Brooklyn ImmunoTherapeutics

text: Brooklyn

text: Brooklyn ImmunoTherapeutics

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn

text: Brooklyn


text:
EX-99.1
5
ex991pressrelease.htm
EXHIBIT 99.1
Exhibit
Exhibit 99.1
NEWS RELEASE
Kaman Corporation
Bloomfield, CT USA
P 860.243.7100
www.kaman.com
KAMAN COMPLETES SALE OF DISTRIBUTION SEGMENT TO LITTLEJOHN & CO.
BLOOMFIELD, Connecticut (August 26, 2019) - Kaman Corp. (NYSE:KAMN) announced today that it has completed the sale of its Distribution segment to affiliates of Littlejohn & Co. for total cash consideration of $700 million, excluding certain working capital adjustments.
Kaman is a premier designer and manufacturer of critical components, structures, and systems for commercial, military and industrial customers through its Aerospace business, and operates fourteen facilities around the world with approximately 3,000 employees.
"The completion of the sale of our Distribution segment marks a return to Kaman's roots as a highly focused aerospace and engineered products company", said Neal J. Keating, Chairman, President and CEO. "With a stronger balance sheet and increased financial flexibility, Kaman is well positioned to invest in new technologies, to deliver innovative solutions that meet our customers' needs, and to pursue strategic acquisition opportunities that will accelerate our future growth".
Kaman plans to use proceeds from the transaction to pay down debt outstanding under its credit facility, accelerate internal development efforts, pursue strategic acquisitions focused on attractive engineered product end markets and continue returning capital to shareholders.
About Kaman Corporation
Kaman Corporation produces and/or markets widely used proprietary aircraft bearings and components; super precision, miniature ball bearings; complex metallic and composite aerostructures for commercial, military and general aviation fixed and rotary wing aircraft; safe and arm solutions for missile and bomb systems for the U.S. and allied militaries; production of the K-MAX® medium-to-heavy lift helicopter and support for the company's SH-2G Super Seasprite maritime aircraft. The company, which was founded in 1945 by aviation pioneer Charles H. Kaman, is headquartered in Bloomfield, Connecticut. More information is available at www.kaman.com.
###
Contacts:
Kaman Corporation:
James Coogan
VP, Investor Relations
(860) 243-6342
James.Coogan@kaman.com

text: Kaman

text: KAMAN

text: LITTLEJOHN & CO.

text: Kaman Corp.

text: Littlejohn & Co.

text: Kaman

text: Kaman

text: Neal J. Keating

text: Kaman

text: Kaman

text: Kaman

text: Kaman

text: Kaman

text: Kaman

text: James Coogan


text:
EX-99.1
3
e621048_ex99-1.htm
Hudson Global Acquires Karani,
LLC
Expands Hudson RPO's
Global Delivery Capability
Strengthens Ability to Fill
Technology Roles
Adds Substantial Presence in
India and the Philippines
OLD GREENWICH, CT, November 1, 2021
- Hudson
Global, Inc. (the "Company" or "Hudson RPO") (Nasdaq: HSON), a leading global total talent solutions company,
announced today the acquisition of Karani, LLC ("Karani"), a Chicago-headquartered recruiting services provider that serves
mainly U.S.-based customers from its operations in India and the Philippines. Karani partners with recruitment and staffing firms to assist
with recruiting, sourcing, screening, onboarding, and other talent-related services across a variety of industries. Karani has approximately
500 employees in India and 100 in the Philippines supporting its large and growing client base.
"We are very excited to welcome the Karani
team to Hudson RPO and believe this accretive combination will generate considerable value for our clients, team, and stockholders,"
said Jeff Eberwein, Chief Executive Officer of the Company. "The addition of Karani will enhance Hudson RPO's global delivery
capability and open up opportunities to win new business in India and other new markets. As a combined company, we expect to expand Karani's
offering beyond the U.S., leverage the capability of the Karani team for Hudson RPO projects and clients, penetrate the enterprise RPO
markets in India and the Philippines, and strengthen Hudson RPO's expertise in technology recruitment".
Mr. Eberwein continued, "All current employees
of Karani and its subsidiaries will be joining Hudson RPO, except for owner and CEO Dan Williams. Dan will be retiring from his leadership
role at Karani and its subsidiaries but will be an advisor to us for a period of 12 months. We congratulate Dan on his many successes
in the human capital management industry over his long, storied career and wish him well in his future retirement. Both Dan and I are
very confident in the strong leadership team at Karani and strongly believe this team will thrive as part of Hudson RPO".
"Everyone at Karani and its subsidiaries
should be very proud of this milestone - it is a testament to their hard work and dedication to our clients. Karani is thrilled
to join forces with Hudson RPO to accelerate growth, continue to provide excellent service to existing clients, begin to serve Hudson
RPO's clients, and together win enterprise RPO business around the world", said Dan Williams.
For more information please reference the Company's
Form 8-K filed November 1, 2021 with the SEC.
About Hudson Global
Hudson Global, Inc. is a leading total talent
solutions provider operating under the brand name Hudson RPO. We deliver innovative, customized recruitment outsourcing and total talent
solutions to organizations worldwide. Through our consultative approach, we design tailored solutions to meet our clients' strategic
growth initiatives. As a trusted advisor, we meet our commitments, deliver quality and value, and strive to exceed expectations.
For more information, please visit us at
hudsonrpo.com
or contact us at
ir@hudsonrpo.com
.
Investor Relations:
The Equity Group
Lena Cati
212 836-9611
lcati@equityny.com
Forward-Looking Statements
This press release contains statements that
the company believes to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of
1995. All statements other than statements of historical fact included in this press release, including statements regarding the company's
future financial condition, results of operations, business operations and business prospects, are forward-looking statements. Words such
as "anticipate", "estimate", "expect", "project", "intend", "plan", "predict,"
"believe" and similar words, expressions and variations of these words and expressions are intended to identify forward-looking
statements. All forward-looking statements are subject to important factors, risks, uncertainties, and assumptions, including industry
and economic conditions that could cause actual results to differ materially from those described in the forward-looking statements. Such
factors, risks, uncertainties and assumptions include, but are not limited to, global economic fluctuations; the adverse impacts of the
recent coronavirus, or COVID-19 outbreak; the Company's ability to successfully achieve its strategic initiatives; risks related
to potential acquisitions or dispositions of businesses by the Company; the Company's ability to retain and recruit qualified management
and/or advisors; the Company's ability to operate successfully as a company focused on its RPO business; risks related to fluctuations
in the Company's operating results from quarter to quarter; the loss of or material reduction in our business with any of the Company's
largest customers; the ability of clients to terminate their relationship with the Company at any time; competition in the Company's markets;
the negative cash flows and operating losses that may recur in the future; risks relating to how future credit facilities may affect or
restrict our operating flexibility; risks associated with the Company's investment strategy; risks related to international operations,
including foreign currency fluctuations, political events, natural disasters or health crises, including the ongoing COVID-19 outbreak;
the Company's dependence on key management personnel; the Company's ability to attract and retain highly skilled professionals; the Company's
ability to collect accounts receivable; the Company's ability to maintain costs at an acceptable level; the Company's heavy reliance
on information systems and the impact of potentially losing or failing to develop technology; risks related to providing uninterrupted
service to clients; the Company's exposure to employment-related claims from clients, employers and regulatory authorities, current and
former employees in connection with the Company's business reorganization initiatives, and limits on related insurance coverage;
the Company's ability to utilize net operating loss carry-forwards; volatility of the Company's stock price; the impact of government
regulations; and restrictions imposed by blocking arrangements. Additional information concerning these, and other factors is contained
in the Company's filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date of this
document. The Company assumes no obligation, and expressly disclaims any obligation, to update any forward-looking statements, whether
as a result of new information, future events or otherwise.

text: Hudson Global

text:
Karani,
LLC

text:
Hudson
Global, Inc.

text: Karani, LLC

text: Jeff Eberwein

text: Hudson Global

text: Hudson Global, Inc.


text:
EX-99.1
2
mergerrelease.htm
PRESS RELEASE - MERGER
Press Release - Merger
Victor
Industries, Ethos Environmental Complete Merger
San
Diego, California, November 7, 2006 - Victor Industries Inc. (the "Company")
(OTC BB: VICI.OB) is pleased to announce that it has consummated the merger
with
San Diego, CA based Ethos Environmental, Inc. Per the terms of the merger
agreement, the Company has redomiciled to Nevada, and the surviving corporation
has changed its name to Ethos Environmental, Inc.
During
the week of October 30, 2006, Ethos welcomed over a thousand visitors to the
grand opening of its new, state of the art 70,000 square foot production
facility. Among those in attendance were local politicians, businessmen,
shareholders and distributors. Over 350 people attended the opening night dinner
held on November 1, 2006, while over 220 distributors representing 11 countries
were present for the distributor training seminar held on November 4,
2006.
The
new
facility includes a state of the art, custom made production line that is
capable of filling and packaging over 2,000 drums per shift. The specially
designed automated bottle filling lines are capable of filling and packaging
over 100,000 bottles per shift. In addition, the storage capacity of the tanks
is in excess of 200,000 gallons. While the production portion of the new
facility is complete, Ethos expects that the office infrastructure will be
completed in the coming weeks.
Ethos
CEO
& President Enrique de Vilmorin stated that "[t]his represents the
culmination of a dream for Ethos, its shareholders and all of its supporters
over the past six years. The opening of our new facility and the closing of
the
merger with Victor Industries both represent significant milestones for the
Company. We will work harder than ever, both for our current shareholders and
those of Victor Industries".
For
additional information regarding Ethos, please visit www.ethosfr.com.
For
additional information regarding the merger, please refer to the filings of
Victor Industries, Inc. with the Securities & Exchange
Commission.
ABOUT
ETHOS ENVIRONMENTAL, INC.
Ethos
Environmental is a manufacturer and distributor of a unique line of fuel
reformulating products under the name Ethos Fuel Reformulators, or Ethos FR.
Ethos is conceived to work with any fuel in an internal combustion engine.
It
adds cleaning and lubricating qualities to any type of fuel or motor oil,
allowing engines to perform cooler, smoother and with more vigor. The overall
benefits are increased fuel mileage, reduced emissions and maintenance costs.
Over the last decade, the unmatched value of Ethos FR products has been proven
through millions of miles of on-the-road testing. Ethos Environmental is also
at
the forefront in the development of new blending methods and is positioned
to
lead the industry with numerous new products currently under development to
cover areas of synthetic oils, sulfur substitutes and varied formulations of
the
original Ethos FR and its enhancements.
Since
the
company was founded, it continues to experience tremendous growth in the global
market place. Ethos Environmental has successfully launched products in regions
such as North and South America, Western Europe and the Asian Pacific Rim
through global channels of distribution and collaborations with market-specific
distributors. Due to the comprehensive understanding of these distributors
of
local market dynamics and indigenous cultural preferences, Ethos's management
has successfully adapted to the global markets in which it
operates.
This
news
release may contain forward-looking statements within the meaning of Section
27A
of the Securities Act of 1933, as amended, and Section 21E of the Securities
Act
of 1934, as amended; such statements are subject to risks and uncertainties
that
could cause actual results to vary materially from those projected in the
forward-looking statements. The Company may experience significant fluctuations
in operating results due to a number of economic, competitive and other factors.
These factors could cause operations to vary significantly from prior periods,
and those projected in forward-looking statements. Information with respect
to
these factors which could materially affect the Company and its operations
are
included on certain forms the Company files with the Securities and Exchange
Commission.

text: Victor Industries Inc.

text: Ethos Environmental, Inc

text: Ethos Environmental, Inc

text: ETHOS ENVIRONMENTAL, INC