text:
EX-99.1
2
ex99-1.htm
Exhibit
99.1
Cerberus
Sentinel Reaches M&A Milestone
True
Digital Security acquisition close highlights U.S. cybersecurity services firm's planned expansion by M&A
SCOTTSDALE,
Ariz., Jan. 20, 2022 (GLOBE NEWSWIRE) - Cerberus Cyber Sentinel Corporation (Nasdaq: CISO), a Managed Compliance and Cybersecurity
Provider (MCCP) based in Scottsdale, Arizona, announced that with the completion of the latest acquisition of True Digital Security into
the company's family of cybersecurity businesses., its revenue for the trailing 12 months ended Sept. 30, 2021, on a proforma
basis to reflect all acquired businesses, increased to approximately $45.5 million.
The
previously announced transaction of True Digital Security, a network security company with offices in New York, Florida, and Oklahoma,
was subject to the successful listing of Cerberus Sentinel's common stock on the Nasdaq Capital Market, which occurred Friday,
Jan. 14, followed by the closing of a $10,300,00 offering of the Cerberus Sentinel's common stock underwritten by Boustead Securities,
LLC, which included partial exercise of Boustead's over-allotment option. Under the terms of the agreement to acquire True Digital,
True Digital is now a wholly owned subsidiary of Cerberus Sentinel.
Unlike
many cybersecurity organizations, Cerberus Sentinel's business model centers on acquiring highly skilled, strongly led cybersecurity
companies with which it can partner to provide best-in-class services to customers and make employees shareholders in the company. With
its holistic approach to help enterprises secure their operations, through its MCCP+ (managed compliance and cybersecurity provider +
culture) solution, Cerberus Sentinel creates a culture of security from end-to-end utilizing and responding to the needs of each customer.
"From
the beginning, our model has been to find highly talented, entrepreneurial cybersecurity organizations with a passion for what we do
to help our customers", said David Jemmett, CEO and founder of Cerberus Sentinel. We will continue to find companies that align
with our strategy and culture.
"The
cybersecurity skills gap only continues to grow exponentially. The number of unfilled cybersecurity jobs grew by 350 percent, from one
million positions in 2013 to 3.5 million in 2021, according to Cybersecurity Jobs Report: 3.5 Million Openings In 2025 (cybersecurityventures.com).
Finding talented cybersecurity professionals, who also are business leaders, is increasingly challenging. By identifying companies that
want to grow with us, maintain their teams, and realize benefits in being part of a public company, we believe this is the way the industry
must grow to protect our customers".
True
Digital will continue to be based in New York, Florida, and Oklahoma.
For
more information about Cerberus Sentinel, see this prospectus.
About
Cerberus Sentinel
Cerberus
Sentinel is a leading Managed Compliance and Cybersecurity Provider (MCCP), providing its exclusive MCCP+ managed compliance and cybersecurity
services plus culture program. The company is rapidly expanding by acquiring world-class cybersecurity, secured managed services, and
compliance companies with top-tier talent that utilize the latest technology to create innovative solutions to protect the most demanding
businesses and government organizations against continuing and emerging security threats and compliance obligations.
Safe
Harbor Statement
This
news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements
including words such as "believes", "expects", "anticipates", "intends", "estimates,"
"plan", "will", "may", "look forward", "intend", "guidance,"
"future" or similar expressions are forward-looking statements. Because these statements reflect Cerberus Sentinel's
current views, expectations and beliefs concerning future events, these forward-looking statements involve risks and uncertainties. Investors
should note that many factors, as more fully described under the caption "Risk Factors" and elsewhere in Cerberus Sentinel's
Form 10-K, Form 10-Q and Form 8-K filings with the Securities and Exchange Commission and as otherwise enumerated herein, could affect
Cerberus Sentinel's future financial results and could cause actual results to differ materially from those expressed in such forward-looking
statements. The forward-looking statements in this news release are qualified by these risk factors. These are factors that, individually
or in the aggregate, could cause the Cerberus Sentinel's actual results to differ materially from expected and historical results.
You should not place undue reliance on any forward-looking statements, which speak only as of the date they are made. We assume no obligation
to publicly update any forward-looking statements, whether as a result of new information, future developments or otherwise.
Contact:
Charles
J. Zigmund, Vice President
Cerberus
Sentinel
617-838-4183
charles.zigmund@cerberussentinel.com
Cathy
Morley Foster
Eskenzi
PR
925-708-7893
cathy@eskenzipr.com
Matt
Glover or Alex Kovtun
Gateway
Investor Relations
949-574-3860
CISO@gatewayir.com

text:
Cerberus
Sentinel

text:
True
Digital Security

text: Cerberus Cyber Sentinel Corporation

text: True Digital Security

text: True Digital Security

text: Cerberus Sentinel

text: Cerberus Sentinel

text: True Digital

text: True Digital

text: Cerberus Sentinel

text: Cerberus Sentinel

text: Cerberus Sentinel

text: David Jemmett

text: Cerberus Sentinel

text:
True
Digital

text: Cerberus Sentinel

text: Cerberus Sentinel

text:
Cerberus
Sentinel

text: Cerberus Sentinel

text: Cerberus Sentinel

text: Cerberus Sentinel

text: Cerberus Sentinel

text:
Charles
J. Zigmund

text:
Cerberus
Sentinel


dataset: buster

text:
EX-99
4
ex_99-1.htm
PRESS RELEASE
Exhibit 99.1
FOR IMMEDIATE RELEASE
4M Completes Reverse Merger with SEC Reporting Company
as Step to Becoming Publicly Traded
Knoxville, TN
- April 10, 2017 - 4M Industrial Oxidation, LLC ("4M"), a Knoxville, Tennesee-based carbon-fiber technology company focused on the commercialization of plasma oxidation technology co-developed with Oak Ridge National Laboratory, announced today the consummation of its reverse merger with Woodland Holdings Corp., an SEC reporting company ("Woodland" or the "Company"). 4M has become a wholly-owned subsidiary of Woodland, through which Woodland will conduct its business operations.
"Our reverse merger with Woodland is a vital step in 4M becoming a public company and is a key element of our growth strategy. This reverse merger is a significant accomplishment for the 4M team", said Rodney Grubb, 4M's Chairman and Chief Operating Officer. Grubb continued, "We believe the positioning of 4M as a publicly-traded company will afford us the greatest opportunity to capitalize on the rapidly growing demand for low-cost carbon fiber around the world".
About 4M Industrial Oxidation, LLC
4M Industrial Oxidation, LLC was created to commercialize exclusively-licensed atmospheric plasma oxidation technology. RMX Technologies, LLC and Oak Ridge National Laboratory co-developed and proved a patent-protected technology intended to revolutionize the carbon fiber market. 4M has exclusive commercialization rights to this technology and is implementing its commercialization plan to build, install, and operate commercial-scale plasma oxidation ovens. The licensed technology creates a high-quality fiber and is one-third the size of conventional technology for the same production capacity. 4M's green technology utilizes 75% less energy. This cost and time reduction are expected to be financially disruptive because of the current demand for low-cost carbon fiber, spanning multiple sectors in the industry. Oxidation is a critical step in the production of carbon fibers because it takes the most time and is the most difficult. 4M's smaller ovens use less space, thus there is less fiber-handling equipment, fewer personnel, and less environmental processing for the same capacity. This new technology enables the production of up to three times as much product in the same operational footprint, while using less energy and less personnel, satisfying increasing market demands. This resolves the significant limitations of current traditional technologies.
Forward Looking Statements Disclaimer
This press release contains statements that are "Forward Looking" in nature (within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). All statements regarding the Company's financial position, potential, business strategy, plans and objectives for future operations are Forward-Looking statements. Many of these statements contain words such as "goal", "aims", "may", "expect", "believe", "intend", "anticipate", "estimate", "continue", "would", "exceed", "should", "steady", "plan", "potential", "dramatic", and variations of such words and similar expressions identify Forward Looking statements, but their absence does not mean that a statement is not a Forward Looking statement. Because Forward Looking statements involve future risks and uncertainties, there are many factors that could cause actual results to differ materially from those expressed or implied. The Company cannot predict the actual effect these factors will have on its results and many of the factors and their effects are beyond the Company's control. Any forward-looking statement made by the Company speaks only as of the date on which it is made. The Company is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result of new information, subsequent events or otherwise. Given these uncertainties, you should not rely too heavily on these forward-looking statements.
Information for the Educated Investor
For further information regarding these and other risks related to Woodland Holdings Corp. or 4M Industrial Oxidation business, investors should consult Woodland Holdings' annual and periodic reports with the Securities and Exchange Commission, available free of charge at www.sec.gov.
Contact:
Mr. Joshua Kimmel
Chief Executive Officer
Tel: +1(865) 777-2740
Josh.Kimmel@4MCarbonFiber.com
MEDIA CONTACT:
Chuck Morris
Morris Creative Group LLC
865-637-9869
cjmorris@morriscreative.com

label: organization

text: 4M Industrial Oxidation, LLC

text: Woodland Holdings Corp.

text: 4M Industrial Oxidation, LLC

text: 4M Industrial Oxidation, LLC

text: Woodland Holdings Corp.

label: person

text: Joshua Kimmel

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
2
a17-14168_1ex99d1.htm
EX-99.1
Exhibit 99.1
NEWS
FOR IMMEDIATE RELEASE
Veeco Completes Acquisition of Ultratech
Accretive acquisition creates a leading equipment supplier
to the growing Advanced Packaging industry
Plainview, New York - May 26, 2017 - Veeco Instruments Inc. (Nasdaq: VECO), a global leader of advanced thin film etch and deposition process equipment, today announced the successful completion of its acquisition of Ultratech, Inc. (Nasdaq: UTEK), a leading supplier of lithography, laser-processing and inspection systems used to manufacture semiconductor devices and LEDs.
"We are excited to complete this strategic transaction, which establishes Veeco as a leading equipment supplier to the growing Advanced Packaging industry", said John R. Peeler, Veeco's Chairman and Chief Executive Officer. "This compelling combination increases our scale while bringing together complementary technologies and a strong talent pool. We believe this is the ideal platform to accelerate growth, enhance profitability and deliver significant value for our customers and shareholders".
The transaction is expected to be immediately accretive on a non-GAAP basis. Veeco is targeting $15 million in annualized run rate synergies within 24 months after closing, to be achieved through increased efficiencies and leveraging the scale of the combined businesses.
With today's transaction close, Ultratech shareholders will receive $21.75 in cash and 0.2675 shares of Veeco common stock for each Ultratech common share outstanding. The total transaction is valued at approximately $862.3 million, consisting of approximately 7.4 million shares of Veeco common stock and approximately $628.4 million in cash consideration to former Ultratech shareholders and equity award holders. As a result of the acquisition, Ultratech, Inc. stock has ceased trading and is no longer listed on the NASDAQ Stock Market.
About Veeco
Veeco (NASDAQ: VECO) is a leading manufacturer of innovative semiconductor process equipment. Our proven MOCVD, lithography, laser annealing, ion beam and single wafer etch & clean technologies play an integral role in producing LEDs for solid-state lighting and displays, and in the fabrication of advanced semiconductor devices. With equipment designed to maximize performance, yield and cost of ownership, Veeco holds technology leadership positions in all these served markets. To learn more about Veeco's innovative equipment and services, visit www.veeco.com.
Forward-Looking Statements
This written communication contains forward-looking statements that involve risks and uncertainties concerning Veeco's acquisition of Ultratech (together such companies being the "Combined Company"), the Combined Company's expected financial performance, as well as the Combined Company's strategic and operational plans.
Actual events or results may differ materially from those described in this written communication due to a number of risks and uncertainties. The potential risks and uncertainties include, among others, the reaction of customers to the transaction; general economic conditions; the transaction may involve unexpected costs or; risks that the transaction disrupts current plans or operations of either company; the ability to timely integrate the operations of both companies, and to otherwise recognize the benefits of the transaction; the amount of the costs, fees, expenses and charges related to the transaction; the outcome of any legal proceedings related to the transaction. In addition, please refer to the documents that Veeco and Ultratech have filed with the SEC on Forms 10-K, 10-Q and 8-K. The filings by Veeco and Ultratech identify and address other important factors that could cause the Combined Company's financial and operational results to differ materially from those contained in the forward-looking statements set forth in this written communication. All forward-looking statements speak only as of the date of the written communication or, in the case of any document incorporated by reference, the date of that document. Veeco is not under any duty to update any of the forward-looking statements after the date of this written communication to conform to actual results.
###
Investors:
Media:
Shanye Hudson
Jeffrey Pina
516-677-0200 x1472
516-677-0200 x1222
shudson@veeco.com
jpina@veeco.com

text: Veeco

text: Ultratech

text: Veeco Instruments Inc.

text: Ultratech, Inc.

text: Veeco

text: Veeco

text: Veeco

text: Ultratech

text: Veeco

text: Ultratech

text: Veeco

text: Ultratech

text: Ultratech, Inc.

text: Veeco

text: Veeco

text: Veeco

text: Veeco

text: Veeco

text: Ultratech

text: Veeco

text: Ultratech

text: Veeco

text: Ultratech

text: Veeco


text:
EX-99.1
8
v387079_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
P&F INDUSTRIES, INC. ACQUIRES AIR
TOOL SERVICE COMPANY
MELVILLE, N.Y., August 14,
2014 -
P&F Industries, Inc. (NASDAQ: PFIN)
announced today that as of the close of business August 13, 2014, through
a newly-formed subsidiary, it has acquired substantially all of the assets comprising the business of Air Tool Service Company
("ATSCO"), an Ohio based corporation engaged in the manufacture and distribution of pneumatic tools and parts. The
purchase price consisted of approximately $7,659,000 in cash and the assumption of certain payables and liabilities, and is subject
to a post-closing working capital adjustment. The newly acquired company will be a wholly-owned subsidiary of P&F's Hy-Tech
Machine, Inc. The Company believes that this acquisition will be immediately accretive to earnings.
Richard Horowitz, P&F's
Chairman, President and Chief Executive Officer, stated, "We are pleased to announce the completion of our third acquisition
of a pneumatic tool company in the past forty five days. ATSCO will bolster Hy-Tech's offering of industrial tools. We are
eager to move forward with the planned integration of ATSCO with Hy-Tech, and anticipate synergistic savings and improved overhead
absorption, as well as growth opportunities for our pneumatic tool companies in the future. As shown by our recent transactions,
P&F is committed to improving growth and profitability, organically and through targeted acquisitions".
About P&F Industries,
Inc.
P&F Industries, Inc., through
its two wholly owned subsidiaries, Continental Tool Group, Inc. and Countrywide Hardware, Inc., manufactures and/or imports air-powered
tools sold principally to the industrial, retail and automotive markets, and various residential hardware such as fencing hardware
and door and window hardware primarily to the housing industry. P&F's products are sold under their own trademarks and
trade names, as well as under the private labels of major manufacturers and retailers.
About Air Tool Service
Company
ATSCO designs, engineers, reverse
engineers and manufactures pneumatic tools for diverse applications. Motors range from 0.1 to 10 H.P, with speed and torque specifications
designed to meet the requirements of the application. Its products are used in critical applications in such areas as: aerospace,
food, aluminum, steel, construction, petrochemical, automotive, and material handling.
Safe Harbor Statement
This is a Safe-Harbor Statement
under the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein, including those related
to the Company's future performance, and those contained in the comments of management, are based upon the Company's historical
performance and on current plans, estimates and expectations, which are subject to various risks and uncertainties, including,
but not limited to, the strength of the retail, industrial, housing and other markets in which the Company operates, the impact
of competition, product demand, supply chain pricing, the Company's debt and debt service requirements and those other risks
and uncertainties described in the Company's most recent Annual Report on Form 10-K, and its other reports and statements
filed by the Company with the Securities and Exchange Commission. These risks could cause the Company's actual results for
the 2014 fiscal year and beyond to differ materially from those expressed in any forward-looking statement made by or on behalf
of the Company. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation
to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.
P&F Industries, Inc.
Joseph A. Molino, Jr.
Chief Financial Officer
631-694-9800
www.pfina.com

text: P&F INDUSTRIES, INC.

text:
AIR
TOOL SERVICE COMPANY

text: P&F Industries, Inc.

text: Air Tool Service Company

text:
P&F Industries,
Inc.

text: P&F Industries, Inc.

text:
Air Tool Service
Company

text: P&F Industries, Inc.


text:
EX-99.1
3
exhibit991.htm
EXHIBIT99.1
EX. 99.1 TAPL drop Press Release 9-30-2014
Exhibit 99.1
Tesoro Logistics LP Closes the Acquisition of the Second Portion of the West Coast Logistics Assets from Tesoro Corporation
SAN ANTONIO - September 30, 2014 - Tesoro Corporation (NYSE:TSO) ("Tesoro") and Tesoro Logistics LP (NYSE:TLLP) (the "Partnership" or "TLLP") today announced that TLLP has closed the remaining portion of the acquisition of certain terminalling and pipeline assets (the "West Coast Logistics Assets") owned by Tesoro and certain of its subsidiaries. TLLP acquired Tesoro Alaska Pipeline Company LLC, which owns a refined products pipeline located in Alaska, for total cash consideration of $28.6 million, financed with borrowings under the Partnership's revolving credit facility.
The approximately 70 mile long refined products pipeline links TLLP's Anchorage, Alaska terminal to Tesoro's Kenai, Alaska refinery and the Kenai pipeline marine wharf. "The pipeline provides continued enhancement of our Western United States footprint", said Greg Goff, TLLP's Chairman and Chief Executive Officer.
In connection with the closing of the transaction, Tesoro and the Partnership entered into a throughput agreement for the pipeline, which includes a minimum throughput commitment.
About Tesoro Logistics LP
Tesoro Logistics LP, headquartered in San Antonio, Texas, is a fee-based, growth-oriented Delaware limited partnership formed by Tesoro Corporation. The Partnership is designed to own, operate, develop and acquire crude oil and refined products pipelines, terminals, tankage, and other transportation and logistics assets primarily in the Western and Mid-Continent regions of the United States.
Please visit us at: www.tesorologistics.com
Contact:
Investors:
Evan Barbosa, Investor Relations Manager, (210) 626-7202
Media:
Tesoro Media Relations, media@tsocorp.com, (210) 626-7702

text: Tesoro Logistics LP

text: West Coast Logistics Assets

text: Tesoro Corporation

text: Tesoro Corporation

text: Tesoro

text: Tesoro Logistics LP

text: TLLP

text: TLLP

text: TLLP

text: West Coast Logistics Assets

text: Tesoro

text: TLLP

text: Tesoro Alaska Pipeline Company LLC

text: TLLP

text: Tesoro

text: TLLP

text: Tesoro

text: Tesoro Logistics LP

text: Tesoro Logistics LP

text: Tesoro Corporation

text: Evan Barbosa

text: Tesoro


text:
EX-99.1
4
ex991pdm21220pr.htm
EX-99.1
Document
Exhibit 99.1
Piedmont Announces Completion of Leadership Transition Plan
−On 10
TH
Anniversary of IPO, Donald A. Miller Steps Down from Board−
ATLANTA- February 12, 2020 - Piedmont Office Realty Trust (the "Company" or "Piedmont") (NYSE: PDM) announced today that it has successfully completed the Company's leadership transition plan and that its former Chief Executive Officer, Donald A. Miller, CFA, has now stepped down from its Board of Directors after the Company announced last week annual results for 2019. The move is the culmination of the Company's succession planning efforts as a result of Mr. Miller's June 2019 retirement whereby C. Brent Smith was appointed President and Chief Executive Officer and member of the Company's Board of Directors. Mr. Miller had agreed to remain a member of the Board of Directors for a short period to complete an effective transition.
"As we celebrate the tenth anniversary of Piedmont's initial public offering this week, I find it a very fitting occasion to reflect on how rewarding the last decade at Piedmont has been", commented Mr. Miller. "Recycling approximately $2.2 billion into assets over the last ten years, we have executed a consistent strategy focused on aggregating high-quality assets in a targeted group of highly-amenitized markets; a strategy that the investment community obviously appreciates based on our top-quartile stock performance over the last three years relative to our peer group. I couldn't be more proud of the job that Brent and the rest of the Piedmont team have done during my tenure and over the last seven months since my retirement. I am very excited to follow, now as an investor, the next chapter of Piedmont's success", said Mr. Miller.
Commenting on the transition, C. Brent Smith, Piedmont's President and Chief Executive Officer said, "We are grateful for Don's leadership and guidance over the last thirteen years, leading Piedmont through its transition to a successful public company. We feel that the Company is well positioned for the future and look forward to continuing to build on the solid platform that Don helped establish".
About Piedmont:
Piedmont Office Realty Trust, Inc. (NYSE: PDM) is an owner, manager, developer, redeveloper, and operator of high-quality, Class A office properties located primarily in select sub-markets within seven major Eastern U.S. office markets. Its geographically-diversified, almost $5 billion portfolio is currently comprised of approximately 18 million square feet. The Company is a fully-integrated, self-managed real estate investment trust (REIT) with local management offices in each of its major markets and is investment-grade rated by Standard & Poor's (BBB) and Moody's (Baa2). As of December 31, 2019, over 60% of the company's portfolio was ENERGY STAR certified and approximately 35% was LEED certified. For more information, see www.piedmontreit.com.
Contact: Meredi Lee
Company: Piedmont Office Realty Trust
Phone: 1 770 418 8677
Email: Meredi.Lee@Piedmontreit.com

text: Piedmont

text: Piedmont Office Realty Trust

text: Piedmont

text: Piedmont

text: Piedmont

text: Piedmont

text: Piedmont

text: Piedmont

text: Piedmont

text: Piedmont

text: Piedmont Office Realty Trust

text: Piedmont Office Realty Trust


text:
EX-99.2
3
ex99-2.htm
Exhibit
99.2
ADVISOR
GROUP ANNOUNCES COMPLETION OF MERGER WITH LADENBURG THALMANN FINANCIAL SERVICES TO CREATE INDUSTRY'S LARGEST NETWORK OF
WEALTH MANAGEMENT FIRMS
Transaction
Expands Advisor Group's Industry Leadership, with Approximately 11,300 Affiliated Financial Advisors and Over $450 Billion
in Client Assets
Company
Reaffirms Commitment to Multi-Brand Network Model Delivering Benefits of Both Scale and Personalized Service to Financial Advisors
PHOENIX,
Feb.
14, 2020 -
Advisor Group, the nation's largest network of independent
wealth management firms, today announced the successful completion of its merger agreement with Ladenburg Thalmann Financial Services
Inc., a diversified financial services company based in Miami that includes five independent advisory and brokerage firms.
The
closing of this transaction augments Advisor Group's industry leadership, with the expanded company encompassing about 11,300
financial advisors and over $450 billion in client assets. Advisor Group is committed to a multi-brand network model that delivers
the advantages of industry-leading scale and resources through familiar relationship managers, a unique sense of community and
a personalized approach to service, which will further empower advisors to do their best for their clients.
Jamie
Price, CEO and President of Advisor Group, commented, "The closing is a testament to the strength of both companies'
management teams, the quality and early engagement of our advisor communities and the overwhelmingly positive response from ratings
agencies and our investors. We have a shared excitement for creating an industry leader that offers a truly unique combination
of resources, flexibility and personalized service. We are thrilled to embark upon a new stage of growth and success for the advisors
we support, and we offer the advisors who have joined us from Ladenburg a very warm welcome to the Advisor Group community of
firms. For both our new and longstanding advisors, we look forward to continuing to demonstrate that we are in their corner, now
and in the future".
Richard
Lampen, CEO, President and Chairman of Ladenburg, said, "We are thrilled to complete this transformational merger with Advisor
Group, a company with complementary strengths and a shared vision for the future. We believe the transaction will help our financial
advisors accelerate the growth of their businesses while continuing to benefit from the highly personalized service experience
they have always enjoyed. On behalf of the entire Ladenburg Board and management team, I want to sincerely thank our employees
and financial advisors for their tireless work and dedication".
Milton
Berlinski, Co-Founder and Managing Partner of Reverence Capital Partners, a leading financial services-focused private equity
firm and majority equity owner of Advisor Group, said, "We are excited to work closely with this great management team as
they combine the resources of Advisor Group and Ladenburg Thalmann to create one of the most robust platforms in the wealth management
industry. The extraordinary collaboration across the Advisor Group and Ladenburg Thalmann teams to close the merger has only further
validated our confidence in the future of this partnership".
1
About
Advisor Group
Advisor
Group, Inc. is the nation's largest network of independent wealth management firms, serving approximately 11,300 financial
professionals and overseeing over $450 billion in client assets. The firm is mission-driven to support the strategic role that
advisors can play in the lives of their clients. Securities and investment advisory services are offered through its affiliated
broker-dealers: FSC Securities Corporation; Royal Alliance Associates, Inc.; SagePoint Financial, Inc.; Woodbury Financial Services,
Inc.; Securities America, Inc.; Triad Advisors, LLC.; Investacorp, Inc.; KMS Financial Services, Inc.; and Securities Service
Network, LLC, members FINRA and SIPC, and Registered Investment Advisers. Cultivating a spirit of entrepreneurship and independence,
Advisor Group champions the enduring value of financial professionals and is committed to being in their corner every step of
the way. For more information visit
https://www.advisorgroup.com
.
About
Reverence Capital Partners
Reverence
Capital Partners is a private investment firm focused on thematic investing in leading global, middle-market Financial Services
businesses through control and influence oriented investments in 5 sectors: (1) Depositories and Finance Companies, (2) Asset
and Wealth Management, (3) Insurance, (4) Capital Markets and (5) Financial Technology/Payments. The firm was founded in 2013,
by Milton Berlinski, Peter Aberg and Alex Chulack, after distinguished careers advising and investing in a broad array of financial
services businesses. The Partners collectively bring over 90 years of advisory and investing experience across a wide range of
financial services sectors. For more information visit
www.reverencecapital.com
.
#
# #
Media
Inquiries
For
Advisor Group:
Joseph
Kuo / Chris Clemens
Haven
Tower Group
424
317 4851 or 424 317 4854
jkuo@haventower.com
or
cclemens@haventower.com
For
Reverence Capital:
Steve
Lipin / Michael Flaherty
Gladstone
Place Partners
212-230-5930
2

text:
ADVISOR
GROUP

override: organization

text: LADENBURG THALMANN FINANCIAL SERVICES

text: Advisor Group

text: Advisor Group

text: Advisor Group

text: Advisor Group

text:
Jamie
Price

text: Advisor Group

text: Advisor Group

text:
Richard
Lampen

text:
Advisor
Group

label: fund

text: Reverence Capital Partners

text: Advisor Group

text: Advisor Group

text: Advisor Group

text: Advisor Group

text:
Advisor
Group

text: Advisor Group

text: Reverence Capital Partners

text:
Reverence
Capital Partners

text: Advisor Group


text:
EX-99.1
6
f8k093015ex99i_originclear.htm
PRESS RELEASE, DATED OCTOBER 1, 2015
Exhibit 99.1
OriginClear
Completes Acquisition of Progressive Water Treatment (PWT)
Tweet
this: @OriginClear completes Progressive Water Treatment #acquisition and launches profitable #water services group
Los Angeles
and Dallas - October 1, 2015 -
OriginClear Inc
. (OTC/QB:
OOIL
), a leading provider of water
treatment solutions, today announced it has acquired 100 percent of Dallas-based
Progressive Water Treatment Inc
.
(PWT), a profitable and fast-growing designer, builder and service provider for a wide range of industrial water treatment applications.
This
marks the first transaction in OriginClear's corporate strategy to rapidly acquire leading U.S. water service companies
focused on specialized water treatment. OriginClear aims to offer a complementary, end-to-end offering to serve growing corporate
demand for outsourced water treatment.
"Today's
announcement marks an exciting time for our company. By joining the OriginClear Group of Companies™, we believe we have
a major opportunity to grow our existing water services business and penetrate new markets", said Marc Stevens, PWT's
President. "OriginClear's business aligns perfectly with Progressive Water Treatment's, and we look forward
to continued expansion together.
Progressive
Water Treatment expects to report 2015 revenues of more than $6 million, and to contribute its forecasted 4
th
quarter revenues of more than $1 million to OriginClear's 2015 full year income statement.
Based
on the current backlog of orders, PWT believes it will achieve revenues of more than $7 million in 2016.
PWT
is profitable. With this first acquisition, the OriginClear Group of Companies™ begins as a profitable division, contributing
significantly to OriginClear's overall operating performance.
"Industrial
users are increasingly outsourcing their water treatment, but it is a very fragmented business", said
Riggs Eckelberry
,
CEO of OriginClear. "We believe that there is value in building a single group of water service companies, each with a specific
and complementary focus. PWT is a great first acquisition in this process. We plan at least four more in the next two years".
According
to the Bank of America Merrill Lynch global research report, "
A Blue Revolution - Global Water
", the
world water services industry is expected to double to $1 trillion by 2020. With this transaction complete, OriginClear plans
to seek out other companies that focus on complete service solutions, rather than just the sale of proprietary products. OriginClear
is targeting companies with strong management teams and profitable operations to build an international group of water treatment
solution providers under the OriginClear brand.
Progressive
Water Treatment Inc., describes its mission as designing and manufacturing a complete line of water treatment systems for municipal,
industrial and pure water applications. The company utilizes a wide range of technologies, including chemical injection, media
filters, membrane, ion exchange and SCADA technology, in turnkey systems. The company also offers a broad range of services including
maintenance contracts, retrofits and replacement assistance. In addition, PWT rents equipment in contracts of varying duration.
Customers are primarily served in the United States and Canada, with the company's reach extending worldwide from Japan
to Argentina to the Middle East.
Tweet this:
@OriginClear completes Progressive Water Treatment #acquisition and launches profitable #water services group
http://www.originclear.com/?p=16917
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on
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About
OriginClear, Inc.
OriginClear
is a leading provider of water treatment solutions and the developer of a breakthrough water cleanup technology serving the rapidly
growing $500 billion world market. Through its wholly owned subsidiaries, OriginClear provides systems and services to treat water
in a wide range of industries, such as municipal, pharmaceutical, semiconductors, industrial, and oil & gas. To rapidly grow
this segment of the business, we strategically acquire profitable and well-managed water treatment companies, which allow us to
expand our global market presence and technical expertise. To enable a new era of clean and socially responsible water treatment
solutions, we invented Electro Water Separation™, a breakthrough high-speed water cleanup technology using multi-stage electrolysis,
that we license worldwide to water treatment equipment manufacturers. Water is our most valuable resource, and the mission of
the "Family of OriginClear Companies" is to improve the quality of water and help return it to its original and clear
condition. To learn more about OriginClear®, please visit our website at
www.originclear.com
.
OriginClear
Safe Harbor Statement:
Matters
discussed in this release contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act
of 1995. When used in this update, the words "anticipate", "believe", "estimate", "may,"
"intend", "expect" and similar expressions identify such forward-looking statements. Actual results, performance
or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements contained
herein. These forward-looking statements are based largely on the expectations of the Company and are subject to a number of risks
and uncertainties. These include, but are not limited to, risks and uncertainties associated with our history of losses and our
need to raise additional financing, the acceptance of our products and technology in the marketplace, our ability to demonstrate
the commercial viability of our products and technology and our need to increase the size of our organization. Further information
on the Company's risk factors is contained in the Company's quarterly and annual reports as filed with the Securities and Exchange
Commission. The Company undertakes no obligation to revise or update publicly any forward-looking statements for any
reason.
Press
Contact:
Sarah
Mier
Antenna
Group
415-977-1947
OriginClear@antennagroup.com
Investor
Relations OriginClear:
Tom
Becker
Toll-free:
877-999-OOIL (6645) Ext. 3
International:
+1-323-939-6645 Ext. 3
Fax:
323-315-2301
ir@OriginClear.com
www.OriginClear.com
2
Abstract
:
Tweet
this: @OriginClear completes Progressive Water Treatment #acquisition and launches profitable #water services group
Key
Words:
OriginClear,
OriginClear inc, Progressive Water Treatment, OOIL, Acquisition, corporate strategy, Water Treatment, Marc Stevens, Riggs Eckelberry,
Electro Water Separation, EWS, Invest OOIL, Investor, chemical injection, media filters, membrane, ion exchange, SCADA technology,
Turn Key Water Treatment System, flow back produced water, frack, oil & gas, oil industry, fracking, oil drilling, waste water,
algae appliance, invest algae, Frack and Produced Water Cleanup System, new oil, algae oil, renewable oil, algae biofuel, chemical
free process algae, algae commercialization, algae harvesting, renewable crude oil, algae extraction, Oil Services
3

text: OriginClear

text: Progressive Water Treatment

text: PWT

text: Progressive Water Treatment

text:
OriginClear Inc
.

text:
Progressive Water Treatment Inc
.

text: PWT

text: OriginClear

text: OriginClear

text: OriginClear

text: PWT

text: OriginClear

text: Progressive Water Treatment

text:
Progressive
Water Treatment

text: OriginClear

text: PWT

text: PWT

text: OriginClear

text: OriginClear

text: Riggs Eckelberry

text: OriginClear

text: PWT

text: OriginClear

text: OriginClear

text: OriginClear

text: PWT

text: Progressive Water Treatment

text: OriginClear

text: OriginClear

text: OriginClear

text: OriginClear

text: OriginClear

text: OriginClear

text: OriginClear

text: Progressive Water Treatment

text: OriginClear

text: Progressive Water Treatment

text: Riggs Eckelberry


text:
EX-99.1
3
v476020_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Company Announces Closing of the Acquisition
of the Central Texas Rehabilitation Hospital in Austin, Texas; Closing of the
Accordion Feature of its Revolving Credit Facility; and Declaration
of its Initial Preferred Dividend
BETHESDA, Md.--(BUSINESS WIRE)-- Global
Medical REIT Inc. (NYSE:GMRE) (the "Company"), a Maryland corporation engaged primarily in the acquisition of licensed,
state-of-the-art, purpose-built healthcare facilities and the leasing of these facilities to strong clinical operators with leading
market share, today announced the following events:
Closing of Central Texas Rehabilitation Hospital - Austin, Texas
On September 25, 2017, the Company completed
the previously announced acquisition of the Central Texas Rehabilitation Hospital in Austin, Texas (the "Austin Facility")
for a purchase price of $40,650,000. Upon the closing of this acquisition, the Company assumed the seller's interest, as
lessor, in the lease of the Austin Facility to CTRH, LLC, which is a joint venture between subsidiaries of Kindred Healthcare and
Seton Healthcare, which is part of the Ascension Health System. The lease on the Austin Facility is an absolute triple-net lease
with a remaining lease term of approximately 9.6 years, subject to four, five-year renewal options by the tenant. The current annual
rent is approximately $2.9 million, subject to annual increases of approximately 3.0%, and 80% of the lease payments are guaranteed
by Kindred Healthcare. The initial capitalization rate for the property is approximately 7.1%. Please see the Company's Current
Report on Form 8-K filed with the U.S. Securities and Exchange Commission ("SEC") on September 29, 2017 for a more
detailed description of the acquisition and lease terms, including the lease which is filed as an exhibit to that Current Report.
Jeffrey Busch, the Company's
Chief Executive Officer, commented, "We are excited to enter the growing Austin, Texas market and continue
our partnerships with strong healthcare operators such as Kindred Healthcare and Seton Healthcare".
Receipt of Lending Commitments on
Revolving Credit Facility Accordion Feature
On September 28, 2017, the Company received
commitments from certain of its revolving credit facility syndicate members to fund up to $50 million of additional indebtedness
under the accordion feature of its revolving credit facility. With the closing of the accordion feature, the total borrowing capacity
under the revolving credit facility increased to $250 million. Mr. Busch commented, "We believe the closing of the accordion
feature of our revolving credit facility for the full $50 million commitment, in addition to our recent up-sized preferred stock
offering, confirms our lenders' and stockholders' belief in and commitment to our business and investment strategy".
Declaration of Series A Preferred
Stock Dividend
The Company announced today that its Board
of Directors authorized a $0.2396 per share cash dividend to the holders of its Series A Preferred Stock of record as of October
15, 2017, to be paid on October 31, 2017. This dividend represents the Company's initial dividend on its Series A Preferred
Stock for the period from its issuance on September 15, 2017 through October 30, 2017.
About Global Medical REIT Inc.
Global Medical REIT Inc. is a Maryland
corporation engaged primarily in the acquisition of licensed, state-of-the-art, purpose-built healthcare facilities and the leasing
of these facilities to strong clinical operators with leading market share. The Company intends to produce increasing, reliable
rental revenue by expanding its portfolio, and leasing each of its healthcare facilities to market-leading operators under a long-term,
triple-net lease. The Company's management team has significant healthcare, real estate and public real estate investment
trust, or REIT, experience and has long-established relationships with a wide range of healthcare providers. The Company intends
to elect to be taxed as a REIT for U.S. federal income tax purposes, commencing with its taxable year ended December 31, 2016.
Forward-Looking Statements
This press release contains
statements that are "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, pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as
"anticipate", "believe", "expect", "estimate", "plan",
"outlook", and "project" and other similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. Forward-looking statements should not be read as a guarantee of
future performance or results, and will not necessarily be accurate indications of the times at, or by, which such
performance or results will be achieved. Forward-looking statements are based on information available at the time those
statements are made and/or management's good faith belief as of that time with respect to future events. These
forward-looking statements are subject to various risks and uncertainties, not all of which are known to the Company and many
of which are beyond the Company's control, which could cause actual performance or results to differ materially from
those expressed in or suggested by the forward-looking statements. These risks and uncertainties are described in greater
detail in the "Risk Factors" section of the Company's Annual Report on Form 10-K, as amended by
Amendment No. 2 thereto, for the year ended December 31, 2016, which were filed with the SEC on March 27, 2017 and May 9,
2017, respectively, and elsewhere in the reports the Company has filed with the SEC, including statements regarding the
Company's business objectives and that the Company may be unable to pay its initial dividend on its Series A preferred
stock in a timely fashion or at all. Unless legally required, the Company disclaims any obligation to update any
forward-looking statements, whether as a result of new information, future events or otherwise. The Company undertakes no
obligation to update these statements after the date of this release.
Contacts:
Investor Relations Counsel
The Equity Group Inc.
Jeremy Hellman, Senior Associate
(212) 836-9626 / jhellman@equityny.com
Adam Prior, Senior Vice President
(212) 836-9606 / aprior@equityny.com
-2-

text:
Global
Medical REIT Inc.

text: Jeffrey Busch

text: Global Medical REIT Inc.

text: Global Medical REIT Inc.


text:
EX-99.1
4
chinavoice8kex991012909.htm
Exhibit 99.1
CHINA VOICE HOLDING CORP. SELLS U.S. OPERATING SUBSIDIARIES IN TRANSACTION VALUED AT $18 MILLION
Boca Raton, Florida - January 30, 2009 -- China Voice Holding Corporation (CHVC) (OTC: CHVC-News), announced today that it has sold its U.S. operating subsidiaries and issued 15,000,000 shares of CHVC common stock to Flint Telecom Group Inc. (OTCBB:FLTT). CHVC will receive $10 million cash over the next two years and
receive up to 21 million shares of FLTT valued at approximately $8 million from the transaction, for a total value of approximately $18 million. The transaction, which is viewed as a divestment of the Company's non-core U.S. business, provides CHVC with the additional capital to take advantage of synergistic opportunities in China. CHVC will continue to maintain offices in the United States and will retain most of their key Executives and Board of Directors.
CHVC's President and CEO, Bill Burbank said, "This cash and stock transaction provides capital resources to fund our move onto a new trading exchange and beyond as well as additional funds for software development to support the Company's current and new China Unicom cellular opportunities in China. While this
transaction reduces most of CHVC's current sales revenue, it will however enable the Company to streamline its global operations and eliminate much of the associated costs in the U.S. With the immediate and additional investment into China, CHVC expects to quickly ramp sales and to be profitable by mid-2009".
Burbank continued, "The Flint Telecom Group is a well funded company with plans to move to the American Stock Exchange, now called the NYSE Alternext Exchange. Flint's telecommunications network, technology and enhanced services platform allow Flint to produce various products and services which will generate
higher profit margins than CHVC was able to achieve with its U.S. operations. The transaction is a true "win-win" for both companies. We also expect to realize substantial future growth in our investment in Flint".
Burbank added, "During a time of global financial uncertainty, we felt that our shareholders would be best served by focusing on and exploiting the opportunities in China. China is about the only economy on the planet with both short and long-term growth potential. With a population of 1.3 billion, the Chinese
telecommunications market is the largest and fastest growing in the world and currently has the largest number of broadband subscribers, VoIP users, fixed line and mobile subscriber base. China's telecom market is now growing at an annual rate of 17%, almost twice the pace of overall economic growth according to Ministry of Information Industry of China. We have spent years developing our technology, services, relationships and supporting infrastructure, and now it is time to
dedicate all of our resources to China, which will significantly speed up our success in this region. In addition, now that our Form 10 has become effective, when we advance to a more recognized trading market, we will be in a much better position to acquire additional synergistic companies in China".
China Voice Holding Corp. ("CHVC") is a U.S. publicly-traded holding company headquartered in South Florida with a portfolio of next-generation communications products and services doing business in the People's Republic of China.
1
Through its subsidiaries, the Company provides Voice over Internet Protocol ("VoIP") telephone services, office automation, wireless broadband, unified messaging, video conferencing, mobility services and other advanced voice and data services in China, where the Company has obtained full legal status as a licensed
telecommunications company. CHVC's focus is on providing its innovative and patented voice and data solutions to government agencies and large enterprises in China. China Voice Holding Corp. trades Over-the-Counter and is listed in the Pink Sheets under the symbol "CHVC". Prior to the filing of periodic reports to the SEC, the Company is providing its recently audited financial statements and other current information at the
pinksheets.com
website. Additional information may be found at
www.chvc.com
.
Flint Telecom Group Inc. ("FLTT") is a fast growing U.S. public holding company headquartered in South Florida with a portfolio of next-generation IP communications products and services. Through its subsidiaries the Company provides an extensive portfolio of next generation communication solutions which include
hosted digital phone, voice and data termination, wireless, prepaid calling and cable products and services. The Company was founded by telecom and technology entrepreneurs with a proven track record in building global technology companies. Flint Telecom has grown both organically and through corporate activity and is traded on the OTC Bulletin Board® (OTCBB) under the ticker FLTT.OB. Additional information may be found at www.flinttelecom.com.
Forward-Looking Statements
The foregoing, including any discussion regarding the Company's future prospects, contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve numerous risks and uncertainties, including, but not limited to risks and uncertainties associated with economic conditions in the telecommunications industry, particularly in the principal industry sectors served by the Company; risks and
uncertainties inherent in the operation of businesses outside the United States; changes in customer requirements and in the volume of sales to principal customers; the ability of the Company to assimilate acquired businesses and to achieve the anticipated benefits of such acquisitions; competition and technological change; and the ability of the Company to control operating costs and maintain satisfactory relationships with existing and potential vendors. The Company's actual
results of operations may differ significantly from those contemplated by any forward-looking statements as a result of these and other factors, including factors that may be set forth in the Company's anticipated filings with the Securities and Exchange Commission.
China Voice Investor Contact:
The Eversull Group, Inc.
Jack Eversull
972-378-7917
972-378-7981 (fax)
jack@theeversullgroup.com
ir@chvcmail.com
2

text: CHINA VOICE HOLDING CORP.

text: China Voice Holding Corporation

text: Flint Telecom Group Inc.

text: China Voice Holding Corp.

text: China Voice Holding Corp.

text: Flint Telecom Group Inc.


text:
EX-99.1
4
d452103dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
Skullcandy Closes Going Private Transaction with Mill Road Capital
Park City, Utah and South San Francisco, California, October 3, 2016 -
Skullcandy, Inc. (Nasdaq: SKUL), which creates world-class audio
experiences through its Skullcandy
®
and Astro Gaming
®
brands, today announced the closing of its merger with an affiliate of Mill Road
Capital Management LLC. As a result of the merger, Skullcandy will become a private company and, as of today, its shares of common stock will no longer be publicly traded.
Hoby Darling, Skullcandy President and CEO commented, "We are very excited with the outcome of the exploration of strategic alternatives initiated by the
Board of Directors. Foremost, we achieved significant value for our former stockholders. In addition, our new ownership structure allows us more flexibility to grow our Skullcandy and Astro brands through product innovation and deep connections to
our consumers. We are confident that our strategic initiatives will excite our fans, benefit our retail partners and continue to provide our team with a great culture to work".
Thomas Lynch, Mill Road's Founder, stated, "We are excited to welcome Skullcandy to the Mill Road family. The company has done a great job
establishing leadership positions for the Skullcandy and Astro Gaming brands and we look forward to working with the teams to capitalize on the many growth opportunities that lie ahead".
Under the terms of the merger agreement, each of Skullcandy's shares of common stock has been cancelled and converted into the right to receive $6.35 in
cash. Skullcandy's stockholders of record, as of the effective time of the merger, that are entitled to receive such consideration for their shares will receive a letter of transmittal and instructions on how to surrender their stock
certificates in exchange for the merger consideration; stockholders should wait to receive the letter of transmittal before surrendering their stock certificates.
Peter J. Solomon Company acted as financial advisor and Latham & Watkins LLP acted as legal advisor to Skullcandy. Foley Hoag LLP acted as legal advisor
to Mill Road and its affiliates.
About Skullcandy, Inc.
Skullcandy, Inc. creates world-class audio experiences through its Skullcandy
®
and Astro Gaming
®
brands. Founded at the intersection of music, sports, technology and creative culture, the Skullcandy brand creates world-class audio and gaming products for the risk takers, innovators, and
pioneers who inspire us all to live life at full volume. From new innovations in the science of sound and human potential, to collaborations with up-and-coming musicians and athletes, Skullcandy lives by its mission to inspire life at full volume
through forward-thinking technologies and ideas, and leading edge design and materialization. Astro Gaming creates premium video gaming equipment for professional gamers, leagues, and gaming enthusiasts. Astro Gaming was founded in the pits of
competitive gaming and has become synonymous with pinnacle gaming experiences. Skullcandy and Astro Gaming products are sold and distributed through a variety of channels around the world from the company's global locations in Park City, San
Francisco, Tokyo, Zurich and Mexico City, as well as through partners in some of the most important culture, sports, and gaming hubs in the world. The Skullcandy brand website can be found at
http://www.skullcandy.com
. The Astro Gaming
website can be found at
http://www.astrogaming.com
.
1
About Mill Road Capital
Mill Road Capital is a private investment firm focused on investing in and partnering with publicly traded micro-cap companies in the U.S. and Canada. The firm
has flexible, long-term capital with the ability to purchase shares in the open market, buy large block positions from existing shareholders, provide capital for growth or acquisition opportunities, or execute going-private transactions. The firm
has raised approximately $670 million of aggregate equity capital commitments and has offices in Greenwich, CT and the San Francisco Bay Area. More information can be found at
http://www.millroadcapital.com
.
Cautions regarding Forward-Looking Statements
The
statements included in this press release that are not a description of historical facts are forward-looking statements. Words or phrases such as "believe", "may", "could", "will", "estimate,"
"continue", "anticipate", "intend", "seek", "plan", "expect", "should", "would" or similar expressions are intended to identify forward-looking statements and are based
on Skullcandy's current beliefs and expectations. These forward-looking statements include, but are not limited to, statements related to the consummation of the tender offer and the merger as well as any benefits of the acquisition by Mill
Road of Skullcandy. These forward-looking statements are based on information available to us as of the date of this release and current expectations, forecasts and assumptions and involve a number of risks and uncertainties that could cause actual
results to differ materially from those anticipated by these forward-looking statements. Such risks and uncertainties include a variety of factors, some of which are beyond our control. In particular, such risks and uncertainties include, but are
not limited to: the risk that one or more closing conditions to the transaction may not be satisfied or waived, on a timely basis or otherwise; the unsuccessful completion of the tender offer; the risk that the transaction does not close when
anticipated, or at all, including the risk that the requisite regulatory approvals may not be obtained; matters arising in connection with the parties' efforts to comply with and satisfy applicable regulatory approvals and closing conditions
relating to the transaction; there may be a material adverse change of Skullcandy or its business may suffer as a result of uncertainty surrounding the transaction; the transaction may involve unexpected costs, liabilities or delays; the adverse
impact of competitive product announcements; revenues and operating performance; changes in overall economic conditions and markets, including the current credit markets; changes in demand for our products; changes in inventories at customers and
distributors; technological and product development risks; availability of raw materials; competitors' actions; pricing and gross margin pressures; loss of key customers; order cancellations or reduced bookings; control of costs and expenses;
significant litigation, including with respect to intellectual property matters; risks associated with acquisitions and dispositions; risks associated with international operations including foreign employment and labor matters associated with
unions and collective bargaining agreements; the threat or occurrence of international armed conflict and terrorist activities both in the United States and internationally; changes in generally accepted accounting principles; risks related to new
legal requirements; risks and costs associated with increased and new regulation of corporate governance and disclosure standards; and risks involving environmental or other governmental regulation. Information concerning additional factors that
could cause results to differ materially from those projected in the forward-looking statements is contained in Skullcandy's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other of Skullcandy's
filings with the Securities and Exchange Commission. These forward-looking statements are as of the date hereof and should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update
forward-looking statements to reflect events or circumstances after the date they were made. For additional information, visit Skullcandy's corporate website,
www.skullcandy.com
, or for official filings visit the Securities and Exchange
Commission ("SEC") website,
www.sec.gov
.
Contact for Investors:
ICR
Brendon Frey
203-682-8200
Brendon.Frey@icrinc.com
2

text: Skullcandy

text: Mill Road Capital

override: fund

text: Skullcandy, Inc.

text: Skullcandy

text:
Mill Road
Capital Management LLC

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Peter J. Solomon Company

text: Latham & Watkins LLP

text: Skullcandy

text: Foley Hoag LLP

text: Skullcandy, Inc.

text: Skullcandy, Inc.

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Mill Road Capital

text: Mill Road Capital

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Skullcandy

text: Skullcandy


text:
EX-99.1
5
a14-20609_2ex99d1.htm
PRESS RELEASE
Exhibit 99.1
1301 MCKINNEY STREET
SUITE 2800
HOUSTON, TX 77010
NEWS RELEASE
ZAZA ENERGY ANNOUNCES CLOSING OF EAST TEXAS JV
AGREEMENTS WITH QUANTUM ENERGY PARTNERS
HOUSTON, TX (September 22, 2014)
ZaZa Energy Corporation ("ZaZa" or the "Company") (NASDAQ:ZAZA) today announced that it has closed the previously announced Purchase and Sale Agreement with an affiliate of Quantum Energy Partners ("Quantum"), which includes an East Texas Development Agreement comprising Walker, Grimes, Madison, Trinity, and Houston counties (collectively, the "Quantum Agreements").
Pursuant to the terms of the Quantum Agreements, ZaZa will receive total consideration of approximately $17 million, which includes $11 million in cash that was paid to ZaZa on September 18. In exchange, ZaZa has assigned to Quantum 6,000 net acres in undeveloped leases within ZaZa's "Southern Development Area" in East Texas (see below). Quantum's interest is an undivided one, spread evenly across all of the leases in the 144,000-acre Southern Development Area.
Following the closing of these Agreements, ZaZa's East Texas acreage holdings comprise two separate development areas, each with different operators and ownership structures:
·
Southern Development Area (Madison, Walker, and Grimes counties)
. The Southern Development Area comprises approximately 144,000 net acres and is operated by EOG Resources, Inc. ZaZa holds a 20.78% working interest, or approximately 30,000 net acres and Quantum holds a 4.22% working interest, or 6,000 net acres in this area. During the next two years, ZaZa has the option to participate for both its and Quantum's working interest-for a total of a 25% working interest to ZaZa-in the next 15 wells drilled within the Southern Development Area. ZaZa also retained its full 25% working interest in all wells spudded prior to the closing of the Quantum Agreements.
·
Northern Development Areas (Houston, Trinity, and Leon counties)
. The Northern Development Areas comprise approximately 10,000 net acres and is operated and owned 100% by ZaZa. This acreage was not subject to the Quantum Agreements. Through the remainder of 2014 ZaZa will be preparing the acreage block in Houston and Trinity counties to be drill ready from a unit formation perspective, and the Company's leasing is now focused on contiguous acreage additions.
President and CEO Todd A. Brooks stated, "Our new venture with Quantum Energy Partners better enables ZaZa to finance a more aggressive drilling program. It also represents further validation of ZaZa's positioning within the East Texas unconventional oil and gas play, where ZaZa was a first mover more than four years ago. We look forward to working with Quantum's team to realize the potential of our area's multiple stacked pay zones".
The proceeds from the transaction principally will be used to fund drilling CAPEX and lease acquisitions, with $1.1 million of the proceeds required to be used for senior secured debt reduction under the terms of that debt. The Company's senior secured debt has now been reduced to $13.9 million (from its initial level of $100 million).
About ZaZa Energy Corporation
Headquartered in Houston, Texas, ZaZa Energy Corporation is a publicly-traded exploration and
713-595-1900 (OFFICE)
·
713-595-1919 (FAX)
·
WWW.ZAZAENERGY.COM
PAGE | 2
production company with primary assets in the Eagle Ford and Eagle Ford East resource plays in Texas. More information about the Company may be found at www.zazaenergy.com.
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical fact, including without limitation, statements and projections regarding the Company's future financial position, operations, performance, business strategy, returns, budgets, reserves, levels of production and costs, ability to raise additional capital or refinance indebtedness, statements regarding future commodity prices and statements regarding the plans and objectives of the Company's management for future operations, are forward-looking statements. The Company's forward looking statements are typically preceded by, followed by or include words such as "will", "may", "could", "would", "should", "likely", "believe", "expect", "anticipate", "plan", "estimate", "target", "goal", "project", "plan", "intend" and similar words or expressions. The Company's forward-looking statements are not guarantees of future performance and are only predictions and statements of the Company's beliefs based on assumptions that may prove to be inaccurate. Forward-looking statements involve known, unknown or currently unforeseen risks and uncertainties that may be outside of the Company's control and may cause the Company's actual results and future developments to differ materially from those projected in, and contemplated by, such forward-looking statements. Risks, uncertainties and other factors that could cause the Company's actual results to materially differ from the expectations reflected in the Company's forward-looking statements include, without limitation, our ability to complete a joint venture on our Northern Development Area on acceptable terms, our former registered public accounting firm has expressed doubt about our ability to continue as a going concern; fluctuations in the prices for, and demand for, oil, natural gas and natural gas liquids; our substantial level of indebtedness; problems with our joint ventures or joint venture partners; our ability to raise necessary capital in the future; exploratory risks associated with new or emerging oil and gas formations; risks associated with drilling and operating wells; inaccuracies and limitations inherent in estimates of oil and gas reserves; our ability to replace oil and gas reserves and any other factors or risks listed in the reports and other filings that the Company has filed and may file with the Securities and Exchange Commission. Any forward-looking statements made by the Company in this presentation and in other written and oral statements are based only on information currently available to the Company and speak only as of the date on which they are made. The Company undertakes no obligation to update or revise any of its forward-looking statements, whether as a result of new information, future developments or otherwise.
# # #
Source: ZaZa Energy Corporation
Paul F. Jansen, 713-595-1900
Chief Financial Officer
or
Jay Morakis, 212-266-0191
Investor Relations
jmorakis@mgroupsc.com

text: QUANTUM ENERGY PARTNERS

text: ZaZa Energy Corporation

text: ZaZa

text: ZAZA

text: Quantum Energy Partners

text: ZaZa

text: ZaZa

text: ZaZa

text: ZaZa

text: ZaZa

text: ZaZa

text: ZaZa

text: ZaZa

text: ZaZa

text: ZaZa

text: Quantum Energy Partners

text: ZaZa

text: ZaZa

text: ZaZa

text: ZaZa Energy Corporation

text: ZaZa Energy Corporation

text: ZaZa Energy Corporation


text:
EX-99.1
2
dp15835_ex9901.htm
EXHIBIT 99.1
Exhibit
99.1
News Release
PartnerRe
Completes Acquisition of PARIS RE
PEMBROKE, Bermuda, December 7, 2009
--
PartnerRe Ltd. (NYSE, Euronext:PRE) today
announced that it
completed its acquisition of 100% of the outstanding common shares of PARIS RE
Holdings Limited ("PARIS RE"), following the approval by PARIS RE's shareholders
today of the previously announced merger, governed by Swiss law, of PARIS RE
into a wholly-owned subsidiary of PartnerRe.
As a
result of the successful merger vote and completion of the merger, each
remaining PARIS RE common share not already owned by PartnerRe has been
exchanged into the right to receive 0.3018 PartnerRe common shares. This is the
same exchange ratio of 0.30 PartnerRe common shares for each PARIS RE common
share offered to PARIS RE common shareholders in prior purchases, as adjusted
for the payment of PartnerRe's dividend to its common shares on December 1, 2009
in accordance with the terms of the Transaction Agreement dated July 4, 2009, as
amended.
PartnerRe
continues to move forward with the integration of PARIS RE into PartnerRe. As
previously announced, the two companies will separately renew their respective
books of business at January 1, 2010.
Earlier,
PartnerRe announced its successful cross-listing on NYSE Euronext Paris,
effective today. This cross-listing provides investors with a Euro-denominated,
European-listed trading platform, in addition to PartnerRe's U.S. Dollar listing
on NYSE.
___________________________________________________
PartnerRe
is a leading global reinsurer, providing multi-line reinsurance to insurance
companies. The Company through its wholly owned subsidiaries also offers
alternative risk products that include weather and credit protection to
financial, industrial and service companies. Risks reinsured include property,
casualty, motor, agriculture, aviation/space, catastrophe, credit/surety,
engineering, energy, marine, specialty property, specialty casualty, other
lines, life/annuity and health, and alternative risk products. For the year
ended December 31, 2008, total revenues were $4.0 billion. Pro-forma combined
capital, which PartnerRe defines as total shareholders' equity, long-term debt,
senior notes and capital efficient notes, at June 30, 2009, reflecting the
acquisition of PARIS RE, was $7.2 billion and total assets were $23.5 billion.
At September 30, 2009, prior to the recognition of the full acquisition of PARIS
RE, PartnerRe capital was $5.8 billion and total assets were $17.8
billion.
PartnerRe on the Internet:
www.partnerre.com
PartnerRe
Ltd.
Telephone +1 441 292
0888
Wellesley House
South
Fax +1 441 292
6080
90 Pitts Bay
Road
www.partnerre.com
Bermuda HM
08
2
Contacts:
PartnerRe
Ltd.
Sard
Verbinnen
(441)
292-0888
(212)
687-8080
Investor
Contact: Robin Sidders
Drew
Brown/Jane Simmons
Media
Contact: Celia Powell

text: PartnerRe

text: PARIS RE

text: PartnerRe Ltd.

text:
PARIS RE
Holdings Limited

text: PARIS RE

text: PARIS RE

text: PARIS RE

text: PartnerRe

text: PARIS RE

text: PartnerRe

text: PartnerRe

text: PartnerRe

text: PARIS RE

text: PARIS RE

text: PartnerRe

text: PartnerRe

text: PARIS RE

text: PartnerRe

text: PartnerRe

text: PartnerRe

text: PartnerRe

text: PartnerRe

text: PARIS RE

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PARIS
RE

text: PartnerRe

text: PartnerRe

text:
PartnerRe
Ltd.

text:
PartnerRe
Ltd.


text:
EX-99.1
4
s002316x1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Acquisition of Blackhawk by Silver Lake and P2 Capital Partners Complete
Pleasanton, Calif. - June 15, 2018 - Blackhawk Network Holdings, Inc. ("Blackhawk"), a global financial technology company and a leader in prepaid gift, reward and incentive technologies and solutions, Silver Lake, the global leader in technology investing, and P2 Capital Partners, a New York based investment firm, today announced the successful completion of the acquisition of Blackhawk by Silver Lake and P2 Capital Partners. The acquisition was previously announced on January 16, 2018, and the transaction closed and became effective today.
Under the terms of the transaction, Blackhawk stockholders are entitled to receive $45.25 per share in cash. As a result of the completion of the acquisition, Blackhawk's common stock will cease trading as of today on the NASDAQ Stock Market.
About Blackhawk Network Holdings, Inc.
Blackhawk Network Holdings, Inc. is a global financial technology company and a leader in connecting brands and people through branded value solutions. Blackhawk platforms and solutions enable the management of stored value products, promotions and incentive programs in retail, ecommerce, financial services and mobile wallets. Blackhawk's Hawk Commerce division offers technology solutions to businesses and direct to consumers. The Hawk Incentives division offers enterprise, SMB and reseller partners an array of platforms and branded value products to incent and reward consumers, employees and sales channels. Headquartered in Pleasanton, Calif., Blackhawk operates in the United States and 25 other countries. For more information, please visit blackhawknetwork.com, hawkcommerce.com, hawkincentives.com or our product websites giftcards.com, giftcardmall.com, cardpool.com, giftcardlab.com, omnicard.com and cashstar.com.
About Silver Lake
Silver Lake is the global leader in technology investing, with about $39 billion in combined assets under management and committed capital and a team of approximately 100 investment and value creation professionals located in Silicon Valley, New York, London, Hong Kong and Tokyo. Silver Lake's portfolio of investments collectively generates more than $160 billion of revenue annually and employs more than 320,000 people globally. The firm's current portfolio includes leading technology and technology-enabled businesses such as Alibaba Group, Ancestry, Broadcom Limited, Cast & Crew, Ctrip, Dell Technologies, Endeavor, Fanatics, Global Blue, GoDaddy, Motorola Solutions, Red Ventures, Sabre, SoFi, SolarWinds, Symantec, Unity, Weld North Education and WP Engine. For more information about Silver Lake and its entire portfolio, please visit www.silverlake.com.
About P2 Capital Partners
P2 Capital Partners is a New York-based investment firm that applies a private equity approach to investing in the public market. P2 Capital Partners manages a concentrated portfolio of significant ownership stakes in high quality public companies in which it is an active shareholder focused on creating long-term value in partnership with management. The firm will also lead private equity transactions within its public portfolio. P2 Capital Partners' limited partners include leading public pension funds, corporate pension funds, endowments, foundations, insurance companies, and high net worth investors.
Contacts
Blackhawk Network Holdings, Inc.:
Investors
Patrick Cronin
Patrick.Cronin@bhnetwork.com
+1-925-226-9939
Media
Daphne Borromeo
Daphne.Borromeo@bhnetwork.com
+1-925-738-4685
Silver Lake and P2 Capital Partners:
Media
Patricia Graue / Alice Gibb
silverlake@brunswickgroup.com
+1-212-333-3810

text: Blackhawk

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text: Silver Lake

text: P2 Capital Partners

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text: P2 Capital Partners

text: P2 Capital Partners

text: Blackhawk

text: Silver Lake

text: P2 Capital Partners


text:
EX-99.1
2
a13-9580_1ex99d1.htm
EX-99.1
Exhibit 99.1
Millennial Media Closes Acquisition of Metaresolver and
Strengthens Executive Management Team
Company to Report 2013 First Quarter Results on May 8, 2013
Baltimore, Maryland - April 5, 2013 -
Millennial Media Inc.
, the mobile advertising and data platform, has closed its acquisition of Metaresolver - a mobile media buying and targeting platform. Metaresolver was founded by industry veterans, Seamus McAteer, Mike Rowehl and Cindy Mesaros, each of whom are pioneers who have shaped mobile media intelligence, mobile advertising and mobile content. The addition of this talented and experienced team, along with a programmatic mobile ad-tech platform, will enable Millennial to strengthen its leadership position in the fast moving mobile market.
Upon closing the acquisition, Millennial Media will streamline the combined company's leadership team. In the new structure, reporting to Paul Palmieri, Chairman and CEO, Mollie Spilman will become EVP, Global Sales & Marketing, Matt Gillis will become EVP, Global Product & Platform, and Michael Avon, the company's CFO & EVP, will add Corporate Strategy and Human Resources to his organization. Seamus McAteer, Mike Rowehl and Cindy Mesaros from Metaresolver will join the leadership team and lead Insights, Programmatic Platform and Global Marketing efforts for Millennial respectively. Marcus Startzel, formerly GM, North America, will report to Spilman as Global Chief Revenue Officer and Carl Wartzack will report to Spilman as SVP Global Operations. As a result of this combination and leadership restructuring, Chris Brandenburg, CTO, and Steven Root, EVP, will be leaving the company.
Paul Palmieri said, "I am thrilled to have the Metaresolver team and platform as a part of Millennial Media. We are entering the company's next phase of growth and the Metaresolver acquisition of people and technology, along with a streamlined executive team, will help us continue to expand our leadership position in the exciting market of mobile advertising".
Millennial Media also today announced that it will hold its quarterly conference call to discuss its 2013 first quarter financial results on Wednesday, May 8, 2013, at 5:00 p.m. ET. Chief Executive Officer Paul Palmieri and Chief Financial Officer Michael Avon will host the call. Millennial Media will release its 2013 first quarter financial results that day after the market close.
To access the conference call, please dial 877-703-6108 (U.S.) or 857-244-7307 (international) using passcode 19120374. The conference call will also be available via live webcast under the Investor Relations section of Millennial Media's website at http://investors.millennialmedia.com.
If you are unable to listen to the live conference call, a replay will be available through May 15, 2013, and can be accessed by dialing 888-286-8010 (U.S.) or 617-801-6888 (international) using passcode 42003319. An archived version of the webcast will also be available at http://investors.millennialmedia.com.
About Millennial Media
Millennial Media (NYSE: MM) is the leading independent mobile advertising and data platform. Our technology, tools and services help app developers and mobile website publishers maximize their advertising revenue, acquire users and gain audience insights. Our platform also enables us to offer advertisers powerful Mobile Audience Solutions (MAS) that utilize our significant scale, sophisticated targeting and uniquely engaging creative capabilities to deliver meaningful results.
"Safe harbor" Statement
The statements in this press release that are not historical facts constitute "forward-looking statements" that involve risks and uncertainties and are made pursuant to the Private Securities Litigation Reform Act of 1995. These statements include expectations regarding the mobile advertising market and our continued position as a leading mobile advertising company. The achievement or success of the matters covered by such forward-looking statements involve risks, uncertainties and assumptions, and if any such risks or uncertainties materialize or if any of the assumptions prove incorrect, our results could differ materially from the results expressed or implied by the forward-looking statements we make. Further information on the factors that could affect our results is included in our filings we make with the Securities and Exchange Commission from time to time. These documents are available on the "SEC Filings" section of the Investor Relations page of our website at http://investors.millennialmedia.com.
The statements made in this release are based on information available to us as of the date of this release, and we assume no obligation and do not intend to update these forward-looking statements, except as required by law.

text: Millennial Media

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text: Millennial Media Inc.

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text: Michael Avon

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text: Michael Avon

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text: Millennial Media

text: Millennial Media


text:
EX-99
2
ims8kpressrelease-010606.txt
EXHIBIT 99.1
INTERACTIVE MOTORSPORTS' ASSET PURCHASE REDUCES DEBT AT YEAR END
INDIANAPOLIS (January 6, 2006) - Interactive Motorsports and
Entertainment Corporation (OTCBB:IMTS) announced today that its wholly-owned
subsidiary, Perfect Line, sold assets in exchange for $571,000 in debt reduction
and release of past, current and future lease obligations at three Mills
Corporation malls. The announcement came from William R. Donaldson, Chairman and
CEO of Interactive Motorsports and Entertainment Corporation.
Perfect Line entered into an Asset Purchase Agreement on December 31,
2005, pursuant to which it sold twenty-eight (28) of its race car simulators to
Checker Flag Lightning, LLC ("CFL"), a Michigan limited liability corporation.
The simulators are currently operating and located in three Mills Corporation
malls, specifically Concord Mills (12 simulators), Opry Mills, (10 simulators)
and Gurnee Mills (6 simulators).
As part of the transaction, CFL and Mills Corporation agreed in
separate Assignment, Assumption and Consent Agreements that CFL will be assigned
the leases and will assume all of Perfect Line's outstanding obligations to The
Mills Corporation and it affiliates under the Perfect Line's lease agreements
for Concord Mills, Katy Mills and Opry Mills. As part of that agreement, Mills
released Perfect Line from all past, current and future monetary obligations
under those leases.
In addition, CFL agreed to a $400,000 note and security agreement for
CFL's outstanding financial obligations to Perfect Line related to the Mills
sites, with a term of 68 months and the six (6) simulators at Gurnee Mills as
security for the note.
"We are fortunate to have a strong asset base that allows us to both
generate cash and reduce debt", commented Donaldson. "Such transactions
emphasize the wide variance between the book value of our simulator assets and
their market value".
-30-
For more information on IMTS, visit www.SMSonline.com
Forward-looking statements
Except for historical information contained herein, the statements in this Press
Release are forward-looking statements that are made pursuant to the Safe Harbor
Provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements, and the business prospects of Interactive
Motorsports and Entertainment Corporation, are subject to a number of risks and
uncertainties that may cause the Company's actual results in future periods to
differ materially from the forward-looking statements. These risks and
uncertainties include, among other things, the outlook of the economy and the
effect on future revenues, access to and cost of capital, uncertainty of new
product development, competition, and dependence on updated technology and
licenses and leases.
Contact
InvestorRelations@SMSonline.com; (800) 766-2782
Investor Relations on the web:
http://www.SMSonline.com/company/inv_rel_index.asp
Interactive Motorsports and Entertainment Corporation
(OTCBB:IMTS)
Corporate Office: 5624 West 73rd Street o Indianapolis, IN 46278
Phone: 317-295-3500 o Fax: 317-298-8924
www.SMSonline.com

text: Entertainment Corporation

text: Perfect Line

text: William R. Donaldson

text: Entertainment Corporation

text: Perfect Line

text: Checker Flag Lightning, LLC

text: Perfect Line

text: Perfect Line

text: Perfect Line

text: Perfect Line

text: Entertainment Corporation

text: Entertainment Corporation


text:
EX-99
4
ex99alphapointacquisition122.htm
Converted by EDGARwiz
News Release
AlphaPoint Technology, Inc. (OTCBB APPO) acquires N
'
compass Solutions, Inc.;
Strengthens AssetCentral
™
Data Center Infrastructure Management Software Solutions
Sarasota, FL (December 23, 2014)
-
AlphaPoint Technology, Inc. (OTCBB APPO) today announced the acquisition of N
'
compass Solutions, Inc., an IT software solutions and cloud services company based in Minneapolis, Minnesota. This acquisition marks the launch of AlphaPoint
'
s strategic plan for rapid growth in 2015 through acquisitions. AlphaPoint has identified a number of synergistically-focused IT companies to acquire which have cutting-edge solutions in data center management, optimization, and migration, as well as cloud strategy and data protection.
AlphaPoint, a publicly held information technology company, provides Data Center Infrastructure Management (DCIM) solutions for mid to large-size organizations and global enterprises. The acquisition of N
'
compass advances the capabilities of AlphaPoint
'
s foundational software solution,
AssetCentral
™
, which provides critical DCIM and Information Technology Asset Management (ITAM) information to help clients gain better visibility into their data center assets and IT capabilities.
N
'
compass, developer of a data aggregator and analytical software platform called
LIVE
, will initially advance the AssetCentral
™
capabilities through the integration of its LiveDC product. LiveDC is a cost-effective Data Center Service Optimization (DCSO) solution that accurately measures the essential DCIM capacity functions (i.e., power, cooling, performance optimization, space management and asset tracking), provides time-to-zero reporting, and tracks strategic progress. Through the implementation of LiveDC, users can make better decisions that meet current and future business demands, reduce risk and optimize return on investment. In addition, N
'
compass will broaden AlphaPoint
'
s IT solution offerings to include other software products and services.
According to Gary Macleod, CEO of AlphaPoint,
"
N
'
compass has more than 14 years of strategic IT expertise that they have tapped to create a very unique software platform with a core mission to improve the delivery of accurate data and analytics to help IT professionals gain visibility into their IT environment and improve decision-making. We see a lot of potential for not only broadening the capabilities of AssetCentral
™
, but introducing complimentary products through a suite of solutions that will reach beyond the data center structure.
"
Chris Flaherty, N
'
compass President and CEO adds,
"
Gary and the AlphaPoint leadership team have a reputation for growing successful companies. They also hold the same vision of empowering IT experts with information that helps them make decisions that improve the services they provide to their organization. We are very much looking forward to working with AlphaPoint to continue to expand the products and services we can deliver together.
"
1
N
'
compass will become a wholly owned subsidiary of AlphaPoint and will keep its base of operations in Minneapolis. The N
'
compass leadership team will remain in their current positions. In addition, N
'
compass President and CEO, Chris Flaherty and CIO, Chris Pinc will join the AlphaPoint Board of Directors and take on the roles of AlphaPoint President and CIO respectively. In addition, Kristi Paul will join the AlphaPoint leadership team as Chief Marketing Officer and Keith Meierhofer will serve as Vice President of Consulting and Special Projects.
About AlphaPoint Technology
From its headquarters in Sarasota, Florida, AlphaPoint Technology provides Data Center and IT Asset Management Software.
AssetCentral
™
is a cutting-edge, easy-to-use, web-based IT Asset Management (ITAM software) and Data Center Infrastructure Management (DCIM software) solution that empowers IT professionals to simplify data center operations, streamline processes, implement best practices, improve service delivery, mitigate risk, and help drive Green Data Center Initiatives. To learn more, visit
www.alphapointtechnology.com
.
About N
'
compass Solutions
N
'
compass Solutions, Inc. is a Minneapolis-based software solutions and services company that has revolutionized the way to deliver IT consulting through the combination of a proprietary software platform called
LIVE
and traditional consulting services to deliver
Service via Software (SvS).
Through LIVE, N
'
compass offers a suite of linked IT SvS solutions called
LiveIT
to deliver insight and analysis to help our customers make sound decisions that provide optimal IT capabilities to their organizations efficiently and cost-effectively. To learn more about N
'
compass, visit
www.ncompass-inc.com
.
PageCopy1
For more information, contact:
Jay Letendre
AlphaPoint Technology, Inc.
jletendre@alphapoint-us.com
941-907-8822, ext. 10
Kristi Paul
N
'
compass Solutions, Inc.
kpaul@ncompass-inc.com
612-269-4347
2

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N
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compass Solutions, Inc.

text: AlphaPoint Technology, Inc.

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N
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compass Solutions, Inc.

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text: AlphaPoint

text: AlphaPoint

text:
N
'
compass

text: AlphaPoint

text:
N
'
compass

text:
N
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compass

text: AlphaPoint

text: Gary Macleod

text: AlphaPoint

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compass

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compass

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compass

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compass

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compass Solutions, Inc.

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compass

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compass

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compass Solutions, Inc.


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EX-99.1
59
v117242_ex99-1.htm
TO
BUSINESS AND RETAILING EDITORS:
Southern
Sauce Company, Inc. Acquires Tianjin Shengkai Industrial Technology Development
Co., Ltd. and Completes $15 Million Financing
TIANJIN,
China, June 12 /PRNewswire-FirstCall/ -- Southern Sauce Company, Inc. (the
"Company")(OTC Bulletin Board: SOSA.OB) today announced the acquisition on
June
9, 2008 of Shen Kun International Limited, a British Virgin Islands corporation
which, through Shengkai (Tianjin) Ceramic Valves Co., Ltd., a Chinese company,
has a series of contracts with Tianjin Shengkai Industrial Technology
Development Co., Ltd., a Chinese company ("Shengkai"), which gives it control
over Shengkai's business, personnel and finances as if it were a wholly-owned
subsidiary. Shengkai is engaged in the design, manufacturing and sales of
ceramic valves, the manufacturing and sales of high-tech ceramic materials,
technical consultation and services, and the import and export of ceramic valves
and related technologies. Shengkai sells its products in China, North America
and the Asia-Pacific region.
On
June
11, 2008, the Company also closed a private placement through the sale of Units,
consisting of shares of its Series A Convertible Preferred Stock and attached
five-year warrants, at a purchase price of $2.5357 per Unit for aggregate gross
proceeds of $15 million. The Series A Convertible Preferred Stock is convertible
into an aggregate of up to 5,915,526 shares of the Company's common stock at
the
option of the holders of such Series A Convertible Preferred Stock. The
five-year warrants are exercisable at an exercise price of $3.52 per share
for a
number of shares of common stock equal to 120% of the number of shares of common
stock issuable upon conversion of the Series A Convertible Preferred Stock
(an
aggregate of up to 7,098,632 shares of common stock).
Over
the
past two years, Shengkai's business has shown significant growth with net
revenues increasing to $23,124,748 for the fiscal year ended June 30, 2007
from
$13,677,946 for the fiscal year ended June 30, 2006. Net income was $6,571,802
for the fiscal year ended June 30, 2007, an increase from $4,173,926 for the
fiscal year ended June 30, 2006.
Mr.
Wang
Chen, Chief Executive Officer of the Company stated, "The closing of our merger
transaction and financing provide us with the capital investment we need to
accelerate the growth of Shengkai's business. We plan to use the proceeds from
the financing towards the expansion of our existing production capacity as
we
work to meet the growing demand for our products. We also plan to use the funds
towards the research and development of new ceramic products".
About
Tianjin Shengkai Industrial Technology Development Co., Ltd.
Shengkai
is engaged in the design, manufacturing and sales of ceramic valves, the
manufacturing and sales of high-tech ceramic materials, technical consultation
and services, and the import and export of ceramic valves and related
technologies. These industrial valve products are used by companies in the
electric power, petrochemical, metallurgy, and environmental protection
industries as high-performance, more durable alternatives to traditional metal
valves.
Shengkai
develops ceramic products with more than 700 types and specifications in 32
series, under nine categories. Of these, Chinese patents have been obtained
for
12 products, and applications for nine more are pending. Shengkai's
products have won the title of "National Key New Product" in China four times
from 1999-2003 and won a silver medal in the Shanghai International Industry
Fair in 2002.
Shengkai's
products are sold across China and are exported to North America, and other
countries in the Asia-Pacific region, totaling over 300 customers. After a
six-year application process, Shengkai became a supplier of China Petroleum
& Chemical Corporation in 2005 and a Class A member of the PetroChina Co.
Ltd. supply network in 2006.
Safe
Harbor Statement
The
statements contained herein that are not historical facts are considered
"forward-looking statements".
Such
forward-looking statements may be identified by, among other things, the use
of
forward-looking terminology such as "believes", "expects", "may", "will,"
"should", or "anticipates" or the negative thereof or other variations thereon
or comparable terminology, or by discussions of strategy that involve risks
and
uncertainties. In particular, statements regarding the potential growth of
the
markets are examples of such forward-looking statements. The forward-looking
statements include risks and uncertainties, including, but not limited to,
the
effect of political, economic, and market conditions and geopolitical events;
legislative and regulatory changes that affect our business; the availability
of
funds and working capital; the actions and initiatives of current and potential
competitors; investor sentiment; and our reputation. We do not undertake any
responsibility to publicly release any revisions to these forward-looking
statements to take into account events or circumstances that occur after the
date of this report. Additionally, we do not undertake any responsibility to
update you on the occurrence of any unanticipated events, which may cause actual
results to differ from those expressed or implied by any forward-looking
statements. The factors discussed herein are expressed from time to time in
our
filings with the Securities and Exchange Commission available at http://www.sec.gov.
SOURCE
Southern Sauce Company, Inc.
-0-
06/12/2008
/CONTACT:
Wei Guo of Southern Sauce Company, Inc., +86-22-28571971, Fax, +86-22-28590003,
wei.guo@shengkai.com /
/First
Call Analyst: /
/FCMN
Contact: /
/Web
site: http://www.shengkai.com /
(SOSA
SOSA.OB)

text:
Southern
Sauce Company, Inc.

text: Southern Sauce Company, Inc.

text: Shen Kun International Limited

text:
Wang
Chen

text: Southern Sauce Company, Inc.

text: Southern Sauce Company, Inc.