text:
EX-99.9
2
h29805exv99w9.htm
PRESS RELEASE DATED OCTOBER 28, 2005
exv99w9
EXHIBIT 99.9
FOR IMMEDIATE RELEASE:
NEWS
October 28, 2005
AMEX-TPY
TIPPERARY CORPORATION ANNOUNCES SHAREHOLDER APPROVAL OF
MERGER AGREEMENT WITH SANTOS LIMITED
DENVER, Colorado - Tipperary Corporation (AMEX-TPY) today reported that the Company's shareholders
approved the proposed merger agreement between Tipperary and Santos Limited (Santos) at a special
meeting of shareholders held yesterday. The merger was effected today when the Texas Secretary of
State issued the Certificate of Merger. Tipperary is now a wholly owned subsidiary of
Australia-based Santos Limited, and trading of Tipperary's common stock has been discontinued.
Holders of the Company's common stock, other than Santos, will receive $7.43 in cash, without
interest, for each share held. Santos' Paying Agent, The Bank of New York, is to mail to
shareholders instructions for surrendering their shares and receiving payment in November.
About Tipperary Corporation
Tipperary Corporation has operated as an independent energy company focused primarily on
exploration for, and production of, coalseam and conventional natural gas. Headquartered in Denver,
Colorado, Tipperary has held producing operations in Queensland, Australia. Together with its
affiliates, Tipperary held a 75.25% capital interest and a 71.7% pre-royalty revenue interest in
southeastern Queensland's Comet Ridge coalseam gas project totaling approximately 1,230,500 acres,
and also held other exploration permits in Queensland totaling approximately 77,000 acres.
Domestically, Tipperary held interests in several exploration projects in Colorado and Nebraska
covering approximately 623,000 acres.
Information herein contains forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, which can be identified by words such as "may", "will", "expect,"
"anticipate", "estimate", or "continue", or comparable words. In addition, all statements other
than statements of historical facts that address activities that Tipperary expects or anticipates
will or may occur in the future are forward-looking statements. Readers are encouraged to read the
SEC reports of Tipperary, particularly its Annual Report on Form 10-K for the year ended December
31, 2004, for meaningful cautionary language disclosing why actual results may vary from those
anticipated by management.
###
CONTACTS:
Tipperary Corporation
Geoff High
David Bradshaw
Pfeiffer High Investor Relations, Inc.
303/293-9379
303-393-7044
www.tipperarycorp.com
www.pfeifferhigh.com
7

text: TIPPERARY CORPORATION

text: SANTOS LIMITED

text: Tipperary Corporation

text: Tipperary

text: Santos Limited

text: Tipperary

text: Santos Limited

text: Tipperary

text: Tipperary Corporation

text: Tipperary Corporation

text: Tipperary

text: Tipperary

text: Tipperary

text: Tipperary

text: Tipperary

text: Tipperary Corporation


dataset: buster

text:
EX-99.5
6
f01655exv99w5.htm
EXHIBIT 99.5
exv99w5
Exhibit 99.5
NEWS RELEASE
CONTACTS: (408) 995-5115
Media Relations: Katherine Potter, Ext. 1168
Investor Relations: Karen Bunton, Ext. 1121
Calpine Completes Canadian Gas Reserves Sale - Raises $625 Million
(SAN JOSE, Calif.) /PR Newswire - First Call/ Sept. 2, 2004 - Calpine
Corporation [NYSE:CPN] has completed the sale of all of its Canadian natural
gas reserves and petroleum assets to PrimeWest Energy Trust and affiliates
(PrimeWest) for a total purchase price of Cdn$825 million, or approximately
US$625 million, less adjustments to reflect a July 1, 2004, effective date. The
U.S. dollars purchase price takes into account a foreign exchange hedge
established in connection with this transaction. Together with its recently
completed Rocky Mountain natural gas sale, Calpine has raised nearly US$850
million.
These Canadian assets currently represent approximately 221 billion cubic
feet equivalent (bcfe) of proved reserves, producing approximately 61 million
cubic feet equivalent of net gas per day (mmcfed). Also included in this sale
is Calpine's 25 percent interest in approximately 80 bcfe of proved reserves
(net of royalties) and 32 net mmcfed of production owned by the Calpine Natural
Gas Trust (CNGT). As a result of this sale, Calpine anticipates recognizing a
pre-tax gain in excess of $100 million on its Canadian natural gas reserves and
petroleum assets and its interest in CNGT. With this sale, Calpine no longer
has an ownership interest in CNGT.
Calpine Corporation, celebrating its 20th year in power, is a North
American power company dedicated to providing electric power to customers from
clean, efficient, natural gas-fired and geothermal power plants. The company
generates power at plants it owns or leases in 21 states in the United States,
three provinces in Canada and in the United Kingdom. The company is listed on
the S&P 500 and was named
FORTUNE's
2004 Most Admired Energy Company. The
company was founded in 1984 and is publicly traded on the New York Stock
Exchange under the symbol CPN. For more information, visit www.calpine.com.
This news release discusses certain matters that may be considered
"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, including statements regarding the intent, belief or
current expectations of Calpine Corporation ("the Company") and its management.
Prospective investors are cautioned that any such forward-looking statements
are not guarantees of future performance and involve a number of risks and
uncertainties that could materially affect actual results such as, but not
limited to, (i) the timing and extent of changes in commodity prices for
energy, particularly natural gas and electricity; (ii) other risks identified
from time-to-time in the Company's reports and registration statements filed
with the SEC, including the risk factors identified in its Annual Report on
Form 10-K for the year ended December 31, 2003 and in its Quarterly Report on
Form 10-Q for the quarter ended June 30, 2004, which can also be found on the
Company's website at www.calpine.com. All information set forth in this news
release is as of today's date, and the Company undertakes no duty to update
this information.
###

label: organization

text: Calpine

override: organization

text:
Calpine
Corporation

text: PrimeWest Energy Trust

text: Calpine

text: Calpine

text: Calpine

text: Calpine

text: Calpine

text: Calpine Corporation

text: Calpine Corporation

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
ex99-1.htm
Acorn Energy Partners its DSIT Sonar Solutions
Business with Leading Israeli Defense
Company via Sale of Partial Interest for
$4.9M before Escrow and Potential Earn-Out;
Hosts Call Today at 1:00 pm ET to Review
Transaction and New Corporate Strategy
Wilmington, DE, April 21, 2016
-
Acorn Energy, Inc. (OTCQB: ACFN) announced today that it has completed the previously announced sale of nearly 50% of its 79% fully
diluted interest in its DSIT Solutions, Ltd. underwater sonar and acoustic detection systems business to Israel-based Rafael Advanced
Defense Systems Ltd., realizing gross proceeds of approximately $4.9 million, excluding escrow and taxes.
Acorn will host a conference call today at
1:00 pm ET (details below) to introduce Acorn's new CEO Jan Loeb and to discuss its refocused business strategy, today's
news announcements, and its decision to partner with Rafael through this transaction.
Mr. Loeb commented, "We are focused on
reallocating capital and resources to support our best performing businesses and by partnering with other companies to enhance
the value of our operating companies. The decision to partner DSIT with Rafael, an industry-leading defense company, is rooted
in this strategy. We believe that DSIT's global reach and sales potential is significantly enhanced through our partnership
with Rafael. At the same time, proceeds from the partial sale of our stake in DSIT have de-risked Acorn and provided some capital
to fund operating activity and foster future growth. Acorn has an attractive portfolio of business assets that we believe in the
aggregate are worth substantially more than our current public market valuation.
"We see significant growth potential
in our OmniMetrix™ machine-to-machine, Internet of Things (IoT) monitoring and control business. The remote monitoring of
industrial processes enables regulatory compliance and assures greater reliability and uptime, while providing substantial cost
savings over traditional, labor-intensive site visits. The wide scope of potential applications for OmniMetrix solutions, along
with the business's recurring revenue model and attractive profit margins, provide a very attractive business platform that
we believe can grow revenue at least 25% each year, over the next few years".
Benny Sela, DSIT's CEO, commented, "All
of us at DSIT - management, employees as well as customers - are happy and proud that Rafael elected to partner with DSIT. We see
this as a significant vote of confidence in our products and technology. We look forward to the opportunities to leverage this
strategic partnership with Rafael in aspects such as technology, sales and marketing and business development. We are committed
to work even harder in executing our business plan, now with the support of Rafael, a world leader in the development and manufacture
of advanced defense systems".
Transaction Details:
●
Acorn received gross proceeds of approximately $4.9 million before escrow (approximately $0.6 million), fees and taxes for the sale of nearly half of its 79% fully diluted ownership position.
●
Acorn is also eligible to receive its pro-rata share (approximately 82%) of a $1.0 million earn-out over a three-year period.
●
Acorn will retire all $2.7 million of its short-term debt with the sale proceeds.
●
Beginning in the second quarter of 2016, Acorn will no longer consolidate DSIT's results of operations, but instead will account for its investment in DSIT under the equity method.
●
On the same terms as Acorn, DSIT management and employees sold a portion of their interest in DSIT to Rafael, providing Rafael with a 50.0% ownership interest in DSIT.
●
Subsequent to the sale, Acorn owns approximately 41.2% of DSIT (with senior management owning approximately 8.8%), and Acorn has appointed two of the six directors on the DSIT Board.
●
Reflecting today's transactions, DSIT has an implied valuation of $15.1 million for the entire company.
Conference Call Details:
Date/Time:
Today, Thursday April 21
st
at 1:00 pm ET
Dial In #:
888-243-4451 or 412-542-4135 international
Online Reply/Transcript
:
Audio file and call transcript will be posted to the investor
section of Acorn's website as soon as available.
About Acorn Energy, Inc. (www.acornenergy.com)
Acorn Energy, Inc. is a holding company with
two portfolio companies; its market capitalization was approximately $4.6 million based on yesterday's closing price of $0.16
and approximately 29 million shares outstanding.
OmniMetrix™,
Inc.
(
www.omnimetrix.net
)
- a leader and pioneer in machine-to-machine (M2M), Internet of Things (IoT) wireless
remote monitoring and control for pipelines, stand-by generators, cell towers, medical facilities, data centers, public transportation
systems, and other critical equipment at federal, state and municipal government facilities. OmniMetrix is a proven solution for
making critical systems more reliable, with over 16 years of experience and thousands of monitored assets.
DSIT Solutions
Ltd.
(
www.dsit.co.il
)
-
develops and produces sonar applications for the defense, HLS, energy and commercial
markets. The company employs a world-class multi-disciplinary team of professionals that are skilled in the latest sonar and real-time
technologies. DSIT products include: The Shield family of Diver Detection Sonars, Portable Acoustic Ranges, Underwater Acoustic
Signal Analysis systems, sonar simulators and trainers and various other products in this field. DSIT is also in the process of
developing innovative fiber optic based sensors.
About Rafael Advanced Defense Systems, Ltd.
(
www.rafael.co.il
)
Rafael develops and manufactures advanced defense
systems for the IDF and the defense establishment in Israel and for many countries around the world, and conducts global partnerships.
Rafael is the largest employer in Northern Israel with approximately 7,000 employees and numerous subcontractor and service suppliers.
Rafael Advanced Defense Systems Ltd ended 2014 with a net profit of $90 million, orders totaling $3 billion, an order backlog of
$5 billion and sales of $1.9 billion.
Safe Harbor Statement
This press release includes forward-looking
statement, which are subject to risks and uncertainties. There is no assurance that Acorn will be successful in maximizing the
value of its operating companies and other assets. A complete discussion of the risks and uncertainties which may affect Acorn
Energy's business generally and the businesses of its subsidiaries is included in "Risk Factors" in the Company's
most recent Annual Report on Form 10-K as filed by the Company with the Securities and Exchange Commission.
Investor Relations Contact:
David Collins, William
Jones, Helen Sun
Catalyst Global
212-924-9800 or
acfn@catalyst-ir.com

text: Acorn Energy

text: DSIT Sonar Solutions

text: Acorn Energy, Inc.

text: DSIT Solutions, Ltd.

text: Acorn Energy, Inc.

text: Acorn Energy, Inc.

text:
Acorn
Energy


text:
EX-99
22
ex99-2.htm
EX. 99.2: PRESS RELEASE
Exhibit 99.2
RE:
LEXINGTON
REALTY
TRUST
ONE
PENN
PLAZA
SUITE
4015
NEW
YORK,
NY
10119
FOR FURTHER INFORMATION:
AT THE COMPANY:
AT FINANCIAL RELATIONS BOARD:
T. Wilson Eglin
Claire Koeneman
Tim Grace
Chief Executive Officer
Analyst Inquiries
Media Inquiries
(212) 692-7200
(312) 640-6745
(312) 640-6667
FOR IMMEDIATE RELEASE
WEDNESDAY, JANUARY 3, 2007
LEXINGTON REALTY TRUST
CLOSES ON MERGER WITH NEWKIRK REALTY TRUST
New York, NY - January 3, 2007 - Lexington Realty Trust ("Lexington") (NYSE:LXP)
, a real estate investment trust formerly known as Lexington Corporate Properties Trust, today announced the completion of its merger with Newkirk Realty Trust, Inc.
Lexington announced that the combined company will conduct business as Lexington Realty Trust and be headquartered in Lexington's existing offices in New York, New York.
Lexington now has ownership interests in approximately 365 properties, located in 44 states and The Netherlands and containing an aggregate of approximately 58.6 million net rentable square feet of space. Approximately 97.3% of the 58.6 million net rentable square feet was subject to a lease.
In connection with the merger, Seth M. Zachary and Stanley R. Perla resigned from Lexington's Board of Trustees. The size of Lexington's Board of Trustees was increased to 11 Trustees and Michael L. Ashner, former Chief Executive Officer and Chairman of Newkirk, was appointed Executive Chairman and Richard Frary and Clifford Broser, each a former Director of Newkirk, and William J. Borruso were appointed Trustees. E. Robert Roskind and Richard J. Rouse were appointed as Co- Vice Chairmen. T. Wilson Eglin, Geoffrey Dohrmann, Carl D. Glickman, James Grosfeld and Kevin Lynch will continue to serve as Trustees.
Executive management of Lexington now consists of Michael L. Ashner as Executive Chairman and Director of Strategic Acquisitions, E. Robert Roskind, Co-Vice Chairman, T. Wilson Eglin, Chief Executive Officer, President and Chief Operating Officer, Richard J. Rouse, Co-Vice Chairman and Chief Investment Officer, Patrick Carroll, Executive Vice President, Chief Financial Officer and Treasurer, and John B. Vander Zwaag, Executive Vice President and Director of Portfolio Management.
In connection with the merger, Lexington incurred a one-time non-recurring non-cash charge to earnings of approximately $10.8 million in the fourth quarter of 2006 relating to the accelerated vesting of certain time-based restricted shares as approved by the Compensation Committee of the
More
LEXINGTON REALTY TRUST
ADD 1
Board of Trustees. In connection with the accelerated vesting, Messrs. Roskind, Eglin, Rouse, Carroll and Vander Zwaag entered into lockup/claw back agreements with Lexington restricting the sale of the vested shares.
T. Wilson Eglin, Chief Executive Officer of Lexington, commented, "We have worked closely with Newkirk since the merger was announced to prepare for the combination of the two companies. Now that the merger is complete, we expect a smooth and rapid integration of the two companies".
Michael L. Ashner, Executive Chairman of Lexington, commented, "We are pleased with the successful consummation of the merger between our two companies. Moreover, I am personally excited by the unique business prospects afforded to Lexington, the largest publicly traded REIT devoted to single tenanted assets".
About Lexington
Lexington is a real estate investment trust that owns and manages office, industrial and retail properties net-leased to major corporations throughout the United States and provides investment advisory and asset management services to investors in the net lease area. Lexington currently pays an annualized dividend of $1.46 per share. Additional information about Lexington is available at www.lxp.com.
This release contains certain forward-looking statements which involve known and unknown risks, uncertainties or other factors not under Lexington's control which may cause actual results, performance or achievements of Lexington to be materially different from the results, performance, or other expectations implied by these forward-looking statements. These factors include, but are not limited to, those factors and risks detailed in Lexington's periodic filings with the Securities and Exchange Commission. Lexington undertakes no obligation to publicly release the results of any revisions to those forward-looking statements which may be made to reflect events or circumstances after the occurrence of unanticipated events. Accordingly, there is no assurance that Lexington's expectations will be realized.
###

text:
LEXINGTON
REALTY
TRUST

label: person

text: T. Wilson Eglin

text: Tim Grace

text: LEXINGTON REALTY TRUST

text: NEWKIRK REALTY TRUST

text: Lexington Realty Trust

label: fund

text: Newkirk Realty Trust, Inc.

override: fund

text: Lexington Realty Trust

text: T. Wilson Eglin

text: T. Wilson Eglin

text: LEXINGTON REALTY TRUST

text: T. Wilson Eglin


text:
EX-99.1
3
emgl160701-8ka-ex99.txt
TEXT OF PRESS RELEASE
Newgioco Group, Inc. Provides Details on Recent Acquisitions
New York, August 25, 2016. Newgioco Group, Inc. (OTCQB:EMGL) a company providing
regulated online and offline gaming and wagering through licensed subsidies in
Italy, today revealed details regarding the recently announced acquisition of
the 2 key gaming operations based in Austria.
On July 1, 2016, the Company completed the acquisition of Odissea
Betriebsinformatik Beratung Gmbh ("Odissea") a gaming software development
company which owns and operates a proprietary betting platform and product
development house which currently processes approximately $400 million in
betting turnover on an annual basis. The Odissea betting platform, which is
certified under both the Malta and Austrian gaming authorities, is a
state-of-the-art gaming technology with an advanced, highly efficient software
engine designed and managed by a qualified and experienced team of gaming
engineers which become employees of Newgioco as a result of the acquisition.
The Company and is now preparing to launch a new series of online games
including Virtual Sports products.
Also on July 1, 2016, the Company completed the acquisition of Ulisse Gmbh
("Ulisse") a retail gaming distribution group which operates 107 "land-based"
gaming agency locations throughout Italy. Ulisse management and staff will
also join Newgioco to boost the rapid expansion of our operations in Italy.
Ulisse currently operates the locations under a 50% revenue share agreement
which produces approximately $1.8 million in net earnings on an annual basis.
With the integration of our in-house betting platform, the company expects to
realise a cost savings of approximately 50% to our current online and land-based
gaming network overhead and will further attain 100% of the revenue earned by
the Ulisse land-based locations upon completion of the license renewal auction.
The resulting effect of our 2 new divisions is projected to increase
consolidated net earnings by approximately 400%.
About Newgioco Group, Inc.
Newgioco Group, Inc., together with its wholly owned subsidiaries,
Multigioco Srl, Rifa Srl as well as the recently announced acquisitions of a
gaming-software technology division and land-based management company, is a
fully integrated licensed online and land-based gaming operator. The company
conducts its business primarily through our internet-based gambling and sports
betting platform under the registered brand Newgioco on our website
www.newgioco.it as well as land-based neighborhood betting shops situated
throughout Italy.
The company offers its clients a full suite of gaming products and services,
such as sports betting, virtual sports, online casino, poker, bingo, interactive
games and slots. Additional information is available on our corporate website
at www.newgiocogroup.com.
This Press Release contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. The company has
tried, whenever possible, to identify these forward-looking statements using
words such as "anticipates", "believes", "estimates", "expects", "forecast,"
"plans", "intends", "potential" and similar expressions. These statements
reflect the company's current beliefs and are based upon currently available
information. Accordingly, such forward-looking statements involve known and
unknown risks, uncertainties and other factors which could cause the company's
actual results, performance or achievements to differ materially from those
expressed in or implied by such statements.
Factors which may cause such differences include the company's ability to
complete additional acquisitions, expand our distribution, increase our client
base and other risks disclosed in the company's SEC filings. The company
undertakes no obligation to update or advise in the event of any change,
addition or alteration to the information covered in this press release,
including such forward-looking statements. Investor Relations Contact
Renmark Financial Communications Inc.
Bettina Filippone: bfilippone@renmarkfinancial.com
Tel: (416) 644-2020 or (514) 939-3989
www.renmarkfinancial.com
Andrew Barwicki
516-662-9461 / andrew@barwicki.com

text: Newgioco Group, Inc.

text: Newgioco Group, Inc.

text: Ulisse Gmbh

text: Newgioco Group, Inc.

text: Newgioco Group, Inc.


text:
EX-99.1
2
dex991.htm
PRESS RELEASE DATED SEPTEMBER 30, 2005
Press release dated September 30, 2005
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Adam C. Derbyshire
Mike Freeman
Senior Vice President and
Executive Director, Investor Relations and
Chief Financial Officer
Corporate Communications
919-862-1000
919-862-1000
SALIX
PHARMACEUTICALS ANNOUNCES APPROVAL
OF MERGER WITH INKINE PHARMACEUTICAL
RALEIGH, NC, September 30, 2005
- Salix Pharmaceuticals, Ltd. (NASDAQ:SLXP) and InKine
Pharmaceutical Company, Inc. (NASDAQ:INKP) announced that earlier today the stockholders of both companies approved the merger of the two companies, creating the largest US specialty pharmaceutical company focused exclusively on gastroenterology.
Subject to a certificate of merger being filed with the New York Department of State and other standard closing conditions, the merger is expected to be effective later today.
Based on Salix's stock price over the 40 trading days ending two days prior to the expected closing date, as a result of the merger,
InKine shareholders will receive newly issued shares of Salix common stock for InKine shares owned based on an exchange ratio of 0.1737 of a share of Salix common stock for each share of InKine common stock. Once the merger has closed, InKine will
continue as a wholly owned subsidiary of Salix, and InKine's stock will cease trading on the NASDAQ Capital Market as of the close of business of the closing date.
Salix Pharmaceuticals, Ltd., headquartered in Raleigh, North Carolina, develops and markets prescription pharmaceutical products for the
treatment of gastrointestinal diseases. Salix's strategy is to in-license late-stage or marketed proprietary therapeutic drugs, complete any required development and regulatory submission of these products, and market them through the
Company's gastroenterology specialty sales and marketing team.
Salix trades on the NASDAQ National Market under the ticker symbol "SLXP".
For more information please contact the Company at 919-862-1000 or visit our web site at
www.salix.com
.
Information on our web site is not incorporated in our SEC filings.
Please Note: This press release contains forward-looking statements regarding future events, including specifically the anticipated closing later today of the merger of Salix and InKine and the risks associated with the success of the
combined company if it does close. These statements are just predictions and are subject to risks and uncertainties that could cause the actual events or results to differ materially. These risks and uncertainties include risks that the merger does
not close, including due to a failure of one of the parties to satisfy closing conditions, management of rapid growth, risks of regulatory review and clinical trials, market acceptance of approved products, competition, intellectual property risks,
and the need to acquire additional products. The reader is referred to the documents that the Company files from time to time with the Securities and Exchange Commission.

text:
SALIX
PHARMACEUTICALS

text: INKINE PHARMACEUTICAL

text: Salix Pharmaceuticals, Ltd.

text:
InKine
Pharmaceutical Company, Inc.

text: Salix

text: InKine

text: Salix

text: InKine

text: Salix

text: InKine

text: InKine

text: Salix

text: InKine

text: Salix Pharmaceuticals, Ltd.

text: Salix

text: Salix

text: Salix

text: InKine


text:
EX-99
9
f8ex991062207.htm
EXHIBIT 99.1
Exhibit 99.1
Cyber Digital, Inc. Acquires Two Profitable Telephone
Companies
New York, June 25, 2007 - Cyber Digital, Inc. (OTC BB: CYBD), a leading
designer and software developer of proprietary advanced digital voice and
broadband data switches, announced today that it has acquired two telephone
companies, New Rochelle Telephone Corp. and Telecarrier Services, Inc., from
eLEC Communications Corp., a publicly held company. These profitable companies
were acquired on cashless basis through an assumption of approximately $1.3
million in debt with an accredited institutional investor. Cyber Digital also
received 808,000 restricted shares of common stock of eLEC Communications Corp.
upon closing on June 22, 2007.
Although, the closing of this transaction was June 22, 2007, the two
acquisitions are effective June 1, 2007. Which means that the revenues and
earnings of these two companies will impact Cyber Digital as of June 1, 2007, on
consolidated basis. These companies will operate as separate business units of
Cyber Digital and have minimal or no integration issues. The current employees
will continue to provide services to our customers without any disruption.
Both the Federal Communications Commission and the appropriate state Public
Utility Commission now license Cyber Digital to provide services in the states
of New York, New Jersey, Pennsylvania, Ohio, Massachusetts and Florida.
Undoubtedly creating for Cyber Digital, a vast opportunity to build a
cost-effective alternative "Last Mile" voice and broadband networks in these six
states.
"This is a major milestone. We received financing from a large institutional
fund, acquired two telephone companies and obtained licenses to market in six
major states. Our overall strategy is to grow through acquisitions, which
provides for large-scale expansion and controlled deployment of our networks
with minimal cost of customer acquisition. In line with this strategy, we are
now ready to move forward with additional expansion through acquisitions, "
stated J.C. Chatpar, president and CEO.
To learn more about Cyber Digital (CYBD) and its strategic direction for
success:
Please watch the Video Analysis on CYBD by Mike "The Analyst" - Click here:
http://www.microsreport.com/VideoAnalysis/CYBD.swf
To download the Analyst Report on CYBD in print form - Click here:
www.microsreport.com/pdf/CYBD.pdf
To hear various interviews (podcasts) with J.C. Chatpar - Click
here:
http://feeds.mn1.com/index.cfm?search=cybd
About Cyber Digital, Inc.
Cyber Digital, Inc. is a leading designer and software developer of
proprietary advanced distributed digital voice switches and high-performance
Internet Protocol (IP) broadband systems, such as softswitches, routers,
gateways, firewalls and servers for network operators worldwide. The FCC's
recent deregulation of the "Last Mile" switching in the communications industry
has created an ideal market for Cyber Digital to enter the lucrative voice and
broadband data services market with its proprietary switching systems. For more
information, visit www.cyberdigitalinc.com
This press release contains forward-looking statements, pursuant to the "safe
harbor" provisions as fully described in Cyber's SEC
filings.
Contact: Cyber Digital, Inc., Investor Relations, (631) 231-1200,
69: investors@cyberdigitalinc.com
# # #

text: Cyber Digital, Inc.

text: Cyber Digital, Inc.

text: New Rochelle Telephone Corp.

text: Telecarrier Services, Inc.

text: eLEC Communications Corp.

text: Cyber Digital

text: eLEC Communications Corp.

text: Cyber Digital

text: Cyber Digital

text: Cyber Digital

text: Cyber Digital

text: Cyber Digital

text: Cyber Digital, Inc.

text: Cyber Digital, Inc.

text: Cyber Digital

text: Cyber Digital, Inc.


text:
EX-99
12
nvdk8k_pressrelease.htm
PRESS RELEASE DATED SEPTEMBER 23 2009
nvdk8k_pressrelease.htm
Navidec Focuses on Water; Changes Name to Two Rivers Water Company
September 23, 2009, Denver Colorado - Navidec Financial Services, Inc. (OTC: NVDF) has announced that HCIC Holdings, LLC, a Colorado limited liability company, formed by Navidec and Two Rivers Basin, LLC, has begun the acquisition of associated properties and shares of the Huerfano-Cucharas Irrigation Company, a mutual ditch company located
in Pueblo, Colorado ("HCIC"). On September 10, 2009, the Board of Directors of Navidec approved, among other proposals designed to advance the business of HCIC, a change of the Company's name, pending shareholder approval, to Two Rivers Water Company.
On September 17, 2009, HCIC Holdings completed the purchase of the Roehrich with is the last farm located on the HCIC mutual ditch system. HCIC Holdings also extended certain real estate agreements and agreements to purchase additional shares of the mutual ditch company from HCIC shareholders until the end of the year, pending completion
of a water opinion and other due diligence issues.
HCIC Holdings has also engaged consultants to begin engineering work and feasibility studies for reconstruction of the Cucharas Reservoir Dam. The Cucharas Reservoir Dam and gate system were altered and storage capacity limited in 1989 by the Army Corps of Engineers and the Colorado State Engineers Office as the result of a flood. HCIC
Holdings intends to begin reconstruction of the Cucharas Dam in early 2010, subject to engineering and permit approval. When reconstructed, management believes the Cucharas Reservoir will be the largest privately owned "on stream" reservoir in the State of Colorado with a storage capacity of 55,000 acre feet of water.
The Board recommended adding two members of Two Rivers Basin, LLC to the Board of the Company and proposed the following slate of Directors for election at the upcoming annual shareholder meeting: John McKowen, John Stroh II; Fred Jones; Jolee Henry, and Wayne Harding.
Additionally, Navidec's Board of Directors has appointed Wayne Harding III, CPA as the Company's Chief Financial Officer.
"By restoring the Cucharas Dam and Reservoir and the Huerfano Valley Ditch we can reestablish and protect one of the most valuable water assets in Southern Colorado." said John McKowen, Chairman and Chief Executive Officer of the Company.
As part of its plan to provide capital for the development of HCIC, the Company's Board authorized the issuance of a "C" Warrant exercisable at $3.00 per share, callable on 30 days notice, with an expiration date of August 17, 2014. We announce a modification of the October 3, 2008 press release whereby we are
cancelling the "A" and "B" Warrant dividend and substituting a "C" Warrant dividend. The C Warrant will be distributed to all shareholders of the Company with an ex-dividend date being the date that a Registration Statement on Form S-1 is declared effective by the Securities and Exchange Commission.
About Navidec Financial Services, Inc. (proposed name change to Two Rivers Water Company)
Formed in December 2002, Navidec is currently in the business of creating or acquiring a controlling interest in development stage enterprises with the expectation of further developing the enterprise and then taking the enterprise public. In this endeavor, Navidec now intends to add to their business focus by acquiring, controlling, perfecting
and then selling water storage, water rights, and associated land to develop into a water company.
About HCIC Holdings
HCIC was formed in July 2009 to acquire, control, perfect and then sell water storage, water rights, and associated land to develop as a water company
.
FORWARD LOOKING STATEMENTS
This announcement contains forward-looking statements about Navidec Financial Services, Inc. that may involve risks and uncertainties. Important factors relating to the Company's operations could cause results to differ materially from those in forward-looking statements and further detailed in filings with the Securities
and Exchange Commission (SEC) available at the SEC website (http://www.sec.gov). All forward-looking statements are based on information available to Navidec Financial Services, Inc. on the date hereof and Navidec Financial Services, Inc. assumes no obligation to update such statements.
Contact: Kevin Lowther
Navidec Financial Services, Inc.
(proposed name change to Two Rivers Water Company)
Symbol NVDF, OTCBB
Phone: +1 (303) 222-1000
Email:
klowther@2riverswater.com

text: HCIC Holdings, LLC

text: HCIC Holdings

text: HCIC Holdings

text: HCIC Holdings

text:
HCIC
Holdings

text: HCIC Holdings


text:
EX-99.1
3
exhibit99_1.htm
EXHIBIT 99.1
exhibit99_1.htm
Exhibit 99.1
NEWS RELEASE
Contact:
Christopher L. Boone
Chief Financial Officer
(936) 631-2749
FOR IMMEDIATE RELEASE
DRG&E
Jack Lascar / 713-529-6600
Anne Pearson / 210-408-6321
LUFKIN INDUSTRIES COMPLETES ACQUISITION
OF QUINN'S OILFIELD SUPPLY AND AFFILIATES
LUFKIN, Texas, December 1, 2011
- Lufkin Industries, Inc. (Nasdaq: LUFK) announced today the completion of its previously announced acquisition of substantially all of the assets of Quinn's Oilfield Supply Ltd., including certain affiliates ("Quinn's"), for $311 million in cash after closing adjustments. Quinn's, based in Red Deer, Alberta, Canada, is one of the largest reciprocating rod pump manufacturers in North America and also manufactures and distributes progressive cavity pumps and related equipment.
To finance the transaction, Lufkin also announced that it has completed a $350 million term loan and expanded its revolving credit facility to $175 million, which was undrawn at the time of the Quinn's closing.
Lufkin Industries, Inc. sells and services oilfield pumping units, foundry castings and power transmission products throughout the world. The Company has vertically integrated all vital technologies required to design, manufacture and market its products.
Forward Looking Statements
This release contains forward-looking statements and information that are based on management's beliefs as well as assumptions made by and information currently available to management. When used in this release, the words "anticipate", "estimate" and "expect" are intended to identify forward-looking statements. Such statements reflect the Company's current views with respect to its ability to resume normal operations in a timely fashion and are subject to certain assumptions, risks and uncertainties, many of which are outside the control of the Company. Actual results may vary materially.
# # #
LUFK-IR

text: Christopher L. Boone

text: LUFKIN INDUSTRIES

text: QUINN'S OILFIELD SUPPLY

text: Lufkin Industries, Inc.

text: Quinn's Oilfield Supply Ltd.

text: Lufkin Industries, Inc.


text:
EX-99.2
3
d89117dex992.htm
EX-99.2
EX-99.2
Exhibit 99.2
Pursuant to Item 601(b)(2)(ii) of Regulation
S-K,
certain information contained in this document, marked by
brackets as [**], has been omitted because it is both (i) not material and (ii) would likely cause competitive harm to the registrant if publicly disclosed.
FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT
This
FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT
(this "
Amendment
") dated October 23, 2020 is by and among
Surgalign Holdings, Inc., a Delaware Corporation ("
Buyer
"), Roboticine, Inc, a Delaware corporation ("
Seller
"), Holo Surgical S.A., a Polish joint-stock company ("
Holo S.A.
"), Pawel Lewicki, PhD
("
Lewicki
") and Krzysztof Siemionow, MD, PhD ("
Siemionow
"). Buyer, Seller, Holo S.A., Lewicki and Siemionow will each be referred to herein from time to time as a "
Party
" and, collectively, as the
"
Parties
."
RECITALS
WHEREAS
, the Parties entered into that certain Stock Purchase Agreement (the "
Purchase Agreement
"), dated
September 29, 2020, pursuant to which, among other things, Buyer agreed to purchase from Seller, and Seller agreed to sell to Buyer, all of the Shares, on the terms and subject to the conditions contained in the Purchase Agreement; and
WHEREAS
, the Parties desire to amend the Purchase Agreement as set forth herein in accordance with Section 12.09 of the Purchase
Agreement.
NOW, THEREFORE
, in consideration of the foregoing and the mutual covenants and agreements herein contained, and
intending to be legally bound hereby, the Parties hereby agree as follows:
AGREEMENTS
1.
Defined Terms
. Capitalized terms used and not otherwise defined herein have the meanings set forth in the Purchase Agreement.
2.
Amendments to Purchase Agreement
.
(a)
Section 2.05(a)(ii
) is hereby amended and restated in its entirety to read as follows:
"Buyer shall issue or pay to Seller the [**] Earnout Consideration, subject to reduction pursuant to
Section
2.05(d)
, if the [**] is obtained on or prior to [**];
provided
,
however
, that if the [**] is not obtained on or prior to [**], no [**] Earnout Consideration shall be payable under this Agreement;
provided
,
further
, that once the [**] Earnout Consideration is issued and/or paid to Seller, Buyer shall have no further obligations pursuant to this
Section
2.05(a)(ii)
;"
3.
No Other Modifications
. Except as expressly set forth herein, the terms and provisions of the Purchase Agreement remain unmodified
and in full force and effect. This Amendment and the Purchase Agreement shall be read together as one agreement, and all references to the Purchase Agreement (in the documents contemplated by the Purchase Agreement or otherwise) shall mean the
Purchase Agreement as modified and amended by this Amendment.
4.
Miscellaneous
. Sections 12.05 (
Succession and Assignment
), 12.06
(
Severability
), 12.07 (
References
), 12.08 (
Construction
), 12.09 (
Amendment and Waiver
), 12.10 (
Entire Agreement
), 12.11 (
Parties in Interest
), 12.12 (
Waiver of Trial by Jury
), 12.13 (
Delivery by
Facsimile or Email
), 12.14 (
Counterparts
), 12.15 (
Governing Law
), 12.16 (
Jurisdiction
), 12.17 (
Remedies Cumulative
) and 12.18 (
Specific Performances
) of the Purchase Agreement are incorporated herein by
reference,
mutatis mutandis
.
* *
* *
2
IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year first
above written.
SURGALIGN HOLDINGS, INC.
By:
/s/ Terry M. Rich
Name:
Terry M. Rich
Title:
President and Chief Executive Officer
[Signature Page to First Amendment to Stock Purchase Agreement]
IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year first
above written.
ROBOTICINE, INC
By:
/s/ Pawel Lewicki
Name:
Pawel Lewicki
Title:
President
HOLO SURGICAL S.A.
By:
/s/ Krzysztof Borys Siemionow
Name:
Krzysztof Borys Siemionow
Title:
President of the Management Board
By:
/s/ Maksymilian Fraszka
Name:
Maksymilian Fraszka
Title:
Proxy of the General Meeting of Shareholders in relation to Krzysztof Siemionow
/s/ Pawel Lewicki
Pawel Lewicki
/s/ Krzysztof Siemionow
Krzysztof Siemionow
[Signature Page to First Amendment to Stock Purchase Agreement]

text: Surgalign Holdings, Inc.

text: Roboticine, Inc

text: Holo Surgical S.A.

text: SURGALIGN HOLDINGS, INC.

text: ROBOTICINE, INC

text: HOLO SURGICAL S.A.


text:
EX-99.1
2
c08911exv99w1.txt
PRESS RELEASE
EXHIBIT 99.1
ATS MEDICAL COMPLETES ACQUISITION OF 3F THERAPEUTICS
ACQUISITION MARKS ENTRY INTO TISSUE VALVE MARKET
MINNEAPOLIS, Oct. 2 /PRNewswire-FirstCall/ -- ATS Medical, Inc. (Nasdaq: ATSI)
-- today announced the completion of its acquisition of 3F Therapeutics, a
privately-held company focused on developing and commercializing its
fundamentally unique tissue heart valve products.
(Logo: http://www.newscom.com/cgi-bin/prnh/20040202/ATSILOGO)
"We are pleased to announce the successful completion of the acquisition of 3F
Therapeutics", said Michael Dale, Chairman, President and CEO of ATS Medical.
"We believe we are now well positioned to enter the tissue heart valve market
with products that are differentiated from those that are currently available
and that will offer outstanding benefits to surgeons and their patients".
About ATS Medical
ATS Medical, Inc. manufactures and markets products and services focused on
cardiac surgery. The company, global in scope, has been headquartered in
Minneapolis since its founding in 1991. More than 130,000 ATS Open Pivot(R)
Heart Valves, which utilize a unique pivot design resulting in exceptional
performance and low risk profile, have been implanted in patients worldwide. ATS
Medical's focus on serving the cardiac surgery community is further strengthened
by offerings that include ATS Simulus(TM) annuloplasty products for heart valve
repair, SurgiFrost(R) and FrostByte(TM) products for surgical cryoablation of
cardiac arrhythmias, RTI-Cardiovascular for allograft tissue services, QAS home
monitoring services for anticoagulation therapy and the development of PARSUS
blood filtration technology. The ATS Medical web site is
http://www.atsmedical.com.
About 3F Therapeutics
3F Therapeutics was founded in 1998 with a focus similar to that of ATS Medical,
on serving the needs of the cardiac surgeon. 3F Therapeutics' fundamentally
unique heart valve product design concepts are intended to improve on the
performance of existing heart valves by mimicking natural valves. With the
belief that there is not a single solution for each heart valve implant, 3F
Therapeutics has worked toward offering cardiac surgeons several biological
tissue heart valve options from which to choose. Its first product, the 3F
Aortic Bioprosthesis(TM), has been commercially released in Europe and the U.S.
FDA submission process is underway. 3F Therapeutics was acquired by ATS Medical
on September 29, 2006.
SOURCE ATS Medical, Inc.
10/02/2006
CONTACT: Michael Dale, President and CEO of ATS Medical, Inc., +1-763-553-7736;
or Investors, Jennifer Beugelmans, +1-646-277-8704, or Doug Sherk,
+1-415-896-6820, or Media, Steve DiMattia, +1-646-277-8706, all for ATS Medical,
Inc.
2691 10/02/2006 08:25 EDT http://www.prnewswire.com

text: ATS MEDICAL

text: 3F THERAPEUTICS

text: ATS Medical, Inc.

text: 3F Therapeutics

text:
3F
Therapeutics

text: Michael Dale

text: ATS Medical

text: ATS Medical

text: ATS Medical, Inc.

text:
ATS
Medical

text: ATS Medical

text: 3F Therapeutics

text: 3F Therapeutics

text: ATS Medical

text: 3F Therapeutics

text:
3F
Therapeutics

text: 3F Therapeutics

text: ATS Medical

text: ATS Medical, Inc.

text: Michael Dale

text: ATS Medical, Inc.

text:
ATS Medical,
Inc.


text:
EX-99.1
2
swsh_ex991.htm
PRESS RELEASE OF SWISHER HYGIENE INC.
swsh_ex991.htm
Exhibit 99.1
SWISHER HYGIENE INC. ANNOUNCES CLOSING ON THE
SALE OF ITS U.S. OPERATIONS TO ECOLAB
CHARLOTTE, NC - November
2
, 2015 - Swisher Hygiene Inc. (the
"
Company") (NASDAQ: SWSH), a leading service provider of essential hygiene and sanitizing solutions, today announced that it has closed on the sale of its wholly owned U.S. subsidiary Swisher International, Inc., which comprise all of its remaining operating interests, to Ecolab Inc.
Additional information regarding the closing will be included in the Company's Current Report on Form 8-K.
For Further Information, Please Contact:
Swisher Hygiene Inc.
Investor Contact:
Garrett Edson, ICR
Phone: (203) 682-8331
New Website:
www.swshinvestors.com

text: SWISHER HYGIENE INC.

text: SWISHER HYGIENE INC.

text:
ECOLAB
CHARLOTTE, NC

text: Swisher Hygiene Inc.

text: Swisher International, Inc.

text: Ecolab Inc.

text: Swisher Hygiene Inc.


text:
EX-99.4
17
ex99_4.htm
PRESS RELEASE DATED JANUARY 31, 2013
ex99_4.htm
EXHIBIT 99.4
AntriaBio Completes Merger and Elects Board of Directors
Menlo Park, CA - February 5th, 2013 - AntriaBio Delaware, Inc. f/k/a AntriaBio, Inc. ("AntriaBio Delaware"), a biopharmaceutical company developing novel therapeutics for the diabetes market, is pleased to announce the closing of its planned and previously announced merger with AntriaBio, Inc. f/k/a Fits My Style Inc., a Nevada corporation. Following the merger, the company is now listed as AntriaBio, Inc. ("AntriaBio"), and trading on the OTC Bulletin Board and the OTCQB under the symbol "FMYY." In connection with the merger, AntriaBio appointed three new directors.
As part of the terms of the merger, AntriaBio Delaware's stockholders received 35,284,000 newly issued shares of AntriaBio common stock, which constitutes approximately 88% of the issued and outstanding common stock of AntriaBio. Details of the share exchange transaction can be found in our Current Report on Form 8-K filed with the United States Securities and Exchange Commission (the "SEC") today.
Following the reverse merger, the directors of AntriaBio will include AntriaBio Delaware President and CEO Nevan Elam, AntriaBio Delaware Executive Chairman Steve R. Howe, Hoyoung Huh, M.D., Ph.D, and Nickolay V. Kukekov, Ph.D. Details on the appointments can be found on the Information Statement filed with the United States Securities and Exchange Commission on January 14, 2013.
Upon closing, the directors of AntriaBio now include AntriaBio Delaware President and CEO Nevan Elam, AntriaBio Delaware Executive Chairman Steve R. Howe, Hoyoung Huh, M.D., Ph.D, and Nickolay V. Kukekov, Ph.D. Details on the appointments can also be found in our Current Report on Form 8-K filed with the SEC today.
Upon closing of the Asset Purchas with PR Pharmaceuticals, Inc., AntriaBio's lead product candidate is AB101. AB101 is a once-a-week injectable basal insulin in preclinical development. AB101 is administered by subcutaneous injection and targets patients with Type 1 and Type 2 diabetes who require basal insulin for the control of hyperglycemia. The formulation has been designed to release insulin slowly and uniformly over a period of approximately one week.
About AntriaBio, Inc.
AntriaBio is a biopharmaceutical company focused on developing novel therapeutic products for the diabetes market. AntriaBio's development strategy combines FDA-approved pharmaceutical agents with our proprietary delivery technology. AntriaBio's lead product candidate is AB101, an injectable once-a-week basal insulin for Type 1 and Type 2 diabetes.
AntriaBio, Inc. | 890 Santa Cruz Avenue | Menlo Park, CA 94025 | 650-223-5441 | info@antriabio.com
For more information visit:
www.antriabio.com
Contact
Jamie Spring
AntriaBio, Inc.
jspring@antriabio.com
info@antriabio.com
Safe Harbor
This release, like many written and oral communications presented by AntriaBio, Inc., and our authorized officers, may contain certain forward-looking statements regarding our prospective performance and strategies 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. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of said safe harbor provisions.
Forward-looking statements, which are based on certain assumptions and describe future plans, strategies, and expectations of the Company, are generally identified by use of words "anticipate", "believe", "estimate", "expect", "intend", "plan", "project", "seek", "strive", "try", or future or conditional verbs such as "could", "may", "should", "will", "would", or similar expressions. Our ability to predict results or the actual effects of our plans or strategies is inherently uncertain. Accordingly, actual results may differ materially from anticipated results.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. Except as required by applicable law or regulation, AntriaBio undertakes no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made.
AntriaBio, Inc. | 890 Santa Cruz Avenue | Menlo Park, CA 94025 | 650-223-5441 | info@antriabio.com

text: AntriaBio

text: AntriaBio Delaware

text: AntriaBio, Inc.

text: AntriaBio Delaware

text: AntriaBio, Inc.

text: AntriaBio, Inc.

text: AntriaBio

text: AntriaBio

text: AntriaBio Delaware

text: AntriaBio

text: AntriaBio

text: AntriaBio

text: AntriaBio Delaware

text: AntriaBio Delaware

text: AntriaBio

text: AntriaBio Delaware

text: AntriaBio Delaware

text: AntriaBio

text: AntriaBio, Inc.

text: AntriaBio

text: AntriaBio

text: AntriaBio

text: AntriaBio, Inc.

text: AntriaBio, Inc.

text: AntriaBio, Inc.

text: AntriaBio

text: AntriaBio, Inc.


text:
EX-99.1
2
smbk-20210901xex99d1.htm
EX-99.1
Exhibit 99.1
For Immediate Release
SmartFinancial, Inc. Completes Acquisition of Sevier County Bancshares, Inc.
KNOXVILLE, Tenn., September 1, 2021 - SmartFinancial, Inc., Knoxville, Tennessee ("SmartFinancial") (Nasdaq: SMBK), parent company of SmartBank, today announced the completion of its previously-announced acquisition of Sevier County Bancshares, Inc. ("SCB"), and SCB's wholly owned bank subsidiary, Sevier County Bank. Effective September 1, 2021, SCB has been merged with and into SmartFinancial, and Sevier County Bank has been merged with and into SmartBank. Based on financial data as of June 30, 2021, the combined company has total consolidated assets of approximately $4.1 billion.
Billy Carroll, President and Chief Executive Officer said, "The acquisition of Sevier County Bank is a great milestone for us as we add scale in one of our strongest markets. The economy in the Pigeon Forge, Gatlinburg and Sevierville area is extremely robust and will add tremendous growth opportunities. We welcome the Sevier County Bank team and their clients to SmartBank".
Alston & Bird LLP served as legal advisor to SmartFinancial. Performance Trust Capital Partners, LLC served as financial advisor, and Baker, Donelson, Bearman, Caldwell & Berkowitz, PC served as legal counsel to Sevier County Bancshares, Inc.
About SmartFinancial, Inc.
SmartFinancial, Inc., based in Knoxville, Tennessee, is the bank holding company for SmartBank. Founded in 2007, SmartBank is a full-service commercial bank, with branches across Tennessee, Alabama, the Florida Panhandle, and Virginia. Recruiting the best people, delivering exceptional client service, strategic branching and acquisitions, and a disciplined approach to lending have contributed to SmartBank's success. More information about SmartFinancial can be found on its website: www.smartfinancialinc.com.
Forward-Looking Statements
Certain of the statements made in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as "may", "believe", "expect", "anticipate", "intend", "will", "should", "plan", "estimate", "predict", "continue" and "potential" or the negative of these terms or other comparable terminology, including statements related to the expected returns and other benefits of the merger to shareholders. Such forward-looking statements, including statements regarding the intent, belief, or current expectations of SmartFinancial management regarding SmartFinancial's strategic direction, prospects, or future results or the benefits of SmartFinancial's recently completed acquisitions, are subject to numerous risks and uncertainties. Such factors include, among others, the risk that cost savings and revenue synergies anticipated from SmartFinancial's recently completed acquisitions may not be realized or may take longer than anticipated to be realized; the risk that the integration of recently acquired institutions may be more expensive to complete than anticipated, including as a result of unexpected factors or events, or may prove more difficult than expected or may be delayed; reputational risk attendant to SmartFinancial's recently completed acquisitions; disruption from recently completed acquisitions with customers, suppliers, or employee or other business relationships; the amount of costs, fees, expenses, and charges associated with SmartFinancial's acquisitions; the dilution caused by SmartFinancial's issuance of additional shares of its common stock as consideration for recently completed acquisitions; changes in management's plans for the future; prevailing economic and political conditions, particularly in SmartFinancial's market areas; credit risk associated with SmartFinancial's lending activities; changes
in interest rates, loan demand, real estate values, and competition; changes in accounting principles, policies, or guidelines; changes in applicable laws, rules, or regulations; and other competitive, economic, political, and market factors affecting SmartFinancial's business, operations, pricing, products, and services. Certain additional factors which could affect the forward-looking statements can be found in SmartFinancial's report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K, in each case filed with or furnished to the SEC and available on the SEC's website at http://www.sec.gov. SmartFinancial disclaims any obligation to update or revise any forward-looking statements contained in this press release, which speak only as of the date hereof, whether as a result of new information, future events, or otherwise.
Investor Contacts
William Y. ("Billy") Carroll, Jr.
President and Chief Executive Officer
SmartFinancial, Inc.
Email: billy.carroll@smartbank.com
Phone: 865.868.0613
Ron Gorczynski
Executive Vice President
Chief Financial Officer
SmartFinancial, Inc.
Email: ron.gorczynski@smartbank.com
Phone: 865.437.5724
Media Contact
Kelley Fowler
Senior Vice President
Public Relations/Marketing
SmartFinancial, Inc.
Email: kelley.fowler@smartbank.com
Phone: 865.868.0611

text: SmartFinancial, Inc.

text: Sevier County Bancshares, Inc.

text: SmartFinancial, Inc.

text: Sevier County Bancshares, Inc.

text: Sevier County Bank

text: Sevier County Bank

text: Billy Carroll

text: Sevier County Bank

text: Sevier County Bank

text: Alston & Bird LLP

text: Performance Trust Capital Partners, LLC

text: Sevier County Bancshares, Inc.

text: SmartFinancial, Inc.

text: SmartFinancial, Inc.

text: SmartFinancial, Inc.

text: SmartFinancial, Inc.

text: SmartFinancial, Inc.


text:
EX-99.1
2
mitk-20171016xexx991.htm
EXHIBIT 99.1
Exhibit
MITEK ACQUIRES ICAR, STRENGTHING ITS POSITION AS A GLOBAL LEADER IN DIGITAL IDENTITY VERIFICATION
.
Extends the scope of identity document coverage for North America, Europe, and Latin America.
.
Expands powerful AI and machine learning expertise in the digital identity verification industry.
.
Broadens product portfolio with several new factors of authentication.
SAN DIEGO, CA, and BARCELONA, Spain, October 16, 2017 - Mitek (NASDAQ: MITK, www.miteksystems.com), a global leader in mobile capture and digital identity verification software solutions, today announced that it has acquired ICAR, a leading provider of consumer identity verification solutions in Spain and Latin America, for an aggregate purchase price of up to €12.75 million (~US$15.0 million) paid in a combination of cash and shares of Mitek common stock.
The acquisition of ICAR strengthens Mitek's position as a global digital identity verification powerhouse in the Consumer Identity and Access Management (CIAM) solutions market, which the April 2017 MarketsandMarkets report, Consumer IAM Market - Global Forecast, estimates will reach US$16.6 billion by 2022.
Headquartered in Barcelona with offices in Madrid, São Paulo, and Mexico City, ICAR was founded in 2002 as a spin-off of the Computer Vision Center of the Universitat Autónoma de Barcelona. Today, ICAR is a digital consumer identification leader in Spain and Latin America. ICAR's channel distribution partners include Accenture, Informática El Corte Inglés, and other top technology solutions providers. Its customers are premier banks including Caixa Bank, Banco Neon, and Bancoppel, as well as companies in the telecom, insurance, travel, and energy sectors.
"The technical and cultural fit between ICAR and Mitek is a tremendous opportunity to maximize value for shareholders, while expanding our mission to bring the highest quality user experience and digital identity verification solutions to our customers globally", said James B. DeBello, Chief Executive Officer of Mitek and Chairman of the Mitek Board of Directors.
Xavier Codó, Chief Executive Officer of ICAR added, "This combination provides a major growth opportunity and allows us to extend cloud services to our partners and customers in Spain and Latin America. It gives us the ability to offer our customers comprehensive identity document coverage throughout the U.S. and Europe. Mitek's financial stability and commitment to research and development will also enable us to develop the industry's most comprehensive, versatile, and advanced digital identity verification platform".
"We have integrated ICAR's automated identity identification solution. We view Mitek as a strong, established identity verification solutions provider and believe the combination will deliver additional capabilities to our platform giving us a competitive edge", said Joan Manuel Tabero, CIO of Consumer Finance at Caixa Bank.
Following the acquisition, Mitek will offer extensive identity document coverage in North America, Europe, and Latin America. ICAR will increase Mitek's digital identity verification capabilities with several new factors of authentication. The acquisition also further enhances Mitek's desktop capture capabilities, which will enable customer on-boarding and authentication using computers in addition to mobile devices.
ICAR's computer vision experts are tightly aligned with the Computer Vision Center of the Universitat Autónoma de Barcelona and dedicated to ongoing research and development. The merging of these experts with the Mitek Labs' machine learning and computer vision scientists will create one of the most powerful research and development teams in the digital identity verification industry.
About Mitek
Mitek (NASDAQ: MITK) is a global leader in mobile capture and identity verification software solutions built on the latest advancements in AI and machine learning. Mitek's identity verification solutions allow an enterprise to verify a user's identity during a digital transaction. This enables financial institutions, payments companies and other businesses operating in highly regulated markets to mitigate financial risk and meet regulatory requirements while increasing revenue from digital channels. Mitek also reduces the friction in the users' experience with advanced data prefill and automation of the onboarding processes. Mitek's innovative solutions are embedded into the apps of more than 5,800 organizations and used by more than 80 million consumers. For more information, visit www.miteksystems.com or www.miteksystems.co.uk. (MITK-F)
About ICAR
The Spanish company, headquartered in Barcelona and with offices in Madrid, São Paulo, and Mexico City, was founded in 2002 as a spin-off of the Computer Vision Center of the Universitat Autónoma de Barcelona (UAB). ICAR provides cutting-edge technology solutions for customer identity verification, document forgery prevention, and fraud risk mitigation. ICAR's fully automated verification solutions (desktop app, mobile and cloud-based tools) provide maximum security and an optimized user experience. ICAR's technology is currently facilitating more than 20 million identity validations per year.
Notice Regarding Forward-Looking Statements
Certain statements in this press release may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are made on the basis of the current beliefs, expectations and assumptions of the management of Mitek and are subject to significant risks and uncertainty. Investors are cautioned not to place undue reliance on any such forward-looking statements. All such forward-looking statements speak only as of the date they are made, and Mitek undertakes no obligation to update or revise these statements, whether as a result of new information, future events or otherwise. Factors that could cause actual results to differ materially from the forward-looking statements contained herein include, but are not limited to: any operational or cultural difficulties associated with the integration of the businesses of Mitek and ICAR; potential adverse reactions or changes to business relationships resulting from the acquisition; unexpected costs, charges or expenses resulting from the acquisition; litigation or adverse judgments relating to the acquisition; and any changes in general economic and/or industry-specific conditions. For a further discussion of risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the business of Mitek in general, see the risk disclosures in the Annual Report on Form 10-K of Mitek for the fiscal year ended September 30, 2016, and its quarterly reports on Form 10-Q and current reports on Form 8-K and other filings made with the SEC by Mitek, which you may obtain for free on the SEC's website at www.sec.gov.
Mitek Contacts:
MKR Group Investor Relations
Todd Kehrli or Jim Byers
mitk@mkr-group.com
MIX Public Relations for Mitek in North America
Katherine Verducci
pr@mix-pr.com
CCgroup PR for Mitek in Europe
Nicole Louis
mitek@ccgrouppr.com
ICAR Contacts:
Spain
Alberto Valle
avalle@atrevia.com
Brazil
Carla Piqué / Sónia Monfil Cardona
cpique@atrevia.com / scardona@atrevia.com
Colombia
Mª Angelica Medina
amedina@atrevia.com
Mexico
Ana Karla López
klopez@atrevia.com

text: MITEK

text: ICAR

text: Mitek

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text: ICAR

text: ICAR

text: ICAR

text: Mitek

text: Mitek

text: Mitek

text: Xavier Codó

text: ICAR

text: Mitek

text: ICAR

text: Mitek

text: Mitek

text: ICAR

text: Mitek

text: Mitek

text: ICAR

text: Mitek

text: Mitek

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text: Mitek

text: ICAR

text: Mitek

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text: Mitek

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text: Mitek

text: ICAR


text:
EX-99.1
4
d458514dex991.htm
PRESS RELEASE
Press Release
Exhibit 99.1
FOR IMMEDIATE RELEASE
For more information:
Revolution Lighting Technologies, Inc.
Gary
Langford, Chief Financial Officer
Tel: 704-405-0416
REVOLUTION LIGHTING TECHNOLOGIES CLOSES ACQUISTION
OF SEESMART
TECHNOLOGIES, INC.
Creates dynamic platform for accelerated growth across multiple vertical markets
CHARLOTTE, NC - Dec 20, 2012
- Revolution Lighting Technologies, Inc. (RVLT), a leader in advanced LED lighting technology, today
announced that it has closed its acquisition of Seesmart Technologies, Inc.
Seesmart, based in Simi Valley, California, is a leading
LED solutions provider with a broad range of products serving the commercial, industrial, and institutional lighting markets. Seesmart's exclusive network of over 50 distributors has completed hundreds of LED projects in both retrofit and
new construction applications. Seesmart has become a leader by combining a full line of high-quality lamps and fixtures with an exclusive network of trained distributors who educate end-users on the proper selection and installation of LED
products. We believe this combination makes Seesmart's value proposition unique in the LED lighting market. Seesmart's pipeline of potential projects currently exceed $1 billion and include large school districts, commercial
office and retail buildings, industrial facilities, and government buildings.
Seesmart's customers, which include SL Green, Memorial Sloan-Kettering Cancer Center, the City of Los Angeles, Idealease, and the Cerebral Palsy
Associations of New York, enjoy the benefits of significant energy savings, reduced maintenance, a rapid payback, and a more sustainable facility.
"We are very pleased to have Seesmart become a Revolution Lighting Technologies company. With their superior service, their unique and extensive distributor network, and their large pipeline of
business prospects, we expect Seesmart to grow rapidly and be profitable in 2013 and beyond", said Robert V. LaPenta, Chairman of Revolution.
"Seesmart is excited to have a team of dedicated, successful professionals working with us to assist our company in reaching its full potential. With the track record of the Revolution team, we
look forward to being a power player in the LED lighting industry", said Ken Ames, Chief Executive Officer of Seesmart.
Under the terms
of the agreement, Revolution paid approximately $20 million, with 50 percent of the consideration in shares of Revolution stock and 50 percent in cash. Revolution has reserved approximately 14 million shares of common stock for issuance to
holders of Seesmart common stock and convertible notes pursuant to the transaction. The approximately $10 million of cash consideration paid pursuant to the agreement was funded from the sale of new Revolution convertible preferred stock to RVL
Holdings, an entity managed by Aston Capital, LLC and controlled by Robert V. LaPenta. The preferred stock will be convertible into approximately 14 million shares of Revolution common stock following the effectiveness of stockholder
approval consistent with the rules of the Nasdaq Stock Market and will bear an annual payment in kind dividend at a rate per annum of 10% of the original issuance price. The company will provide a more detailed description of the terms and
conditions of the transaction in a Current Report on Form 8-K to be filed with the SEC.
For more information, please visit the
Revolution Lighting Technologies, Inc. web site at www.rvlti.com.
######
Certain of the above statements contained in this press release are forward-looking statements that involve a number of risks and uncertainties, including the satisfaction of closing conditions prior to
the
consummation of the acquisition of Seesmart and the anticipated benefits of such acquisition. Such forward-looking statements are within the meaning of that term in Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Reference is made to Revolution Lighting's filings under the Securities Exchange Act for additional factors that could cause actual results to differ
materially. Revolution Lighting Technologies, Inc. undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Readers are cautioned that any such
forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those indicated in the forward-looking statements as a result of various factors. Readers are
cautioned not to place undue reliance on these forward-looking statements.

text: Revolution Lighting Technologies, Inc.

text:
Gary
Langford

text: REVOLUTION LIGHTING TECHNOLOGIES

text:
SEESMART
TECHNOLOGIES, INC.

text: Revolution Lighting Technologies, Inc.

text: Seesmart Technologies, Inc.

text: Seesmart

text: Seesmart

text: Seesmart

text: Seesmart

text: Seesmart

text: Seesmart

text: Seesmart

text: Revolution Lighting Technologies

text: Seesmart

text: Seesmart

text: Ken Ames

text: Seesmart

text: Seesmart

text: Revolution Lighting Technologies, Inc.

text: Seesmart

text: Revolution Lighting Technologies, Inc.


text:
EX-99.1
4
a16-19245_1ex99d1.htm
EX-99.1
Exhibit 99.1
News Release
Inquiries:
Jeanne Leonard, Liberty Property Trust, 610.648.1704
Liberty Property Trust Completes Sale of 108 Properties for $969 Million
Malvern, PA - October 3, 2016 -
Liberty Property Trust (NYSE:LPT) announced that it closed today on the sale of 108 properties in five markets totaling approximately 7.6 million square feet and 26.7 acres of land, for $969 million. The portfolio was purchased by Workspace Property Trust in concert with its strategic partner, Safanad Limited, and was 88.1% leased at closing.
A comprehensive list of assets included in this transaction is available at www.libertyproperty.com under news releases.
J.P. Morgan Securities, LLC served as financial advisor to Liberty in connection with this transaction.
With this sale, Liberty's share of total dispositions to date for 2016 are $1.2 billion.
Third Quarter Disposition Activity
During the third quarter, joint ventures in which Liberty holds a 25% interest sold 13 properties in two markets totaling approximately 1.2 million square feet, for $139.2 million. In addition, Liberty sold one property which contained approximately 80,000 square feet for $4.4 million.
About Liberty Property Trust
Liberty Property Trust (NYSE:LPT) is a leader in commercial real estate, serving customers in the United States and United Kingdom, through the development, acquisition, ownership and management of superior office and industrial properties. Liberty's 96 million square foot portfolio includes 566 properties which provide office, distribution and light manufacturing facilities to 1,200 tenants.
# # #

text: Liberty Property Trust

text: Liberty Property Trust

text: Liberty Property Trust

text: Workspace Property Trust

text: Safanad Limited

text: J.P. Morgan Securities, LLC

text: Liberty

text: Liberty

text: Liberty

text: Liberty

text: Liberty Property Trust

text: Liberty Property Trust

text: Liberty


text:
EX-99.1
4
v010437_ex99-1.txt
EXHIBIT 99.1
Press Release
Secured Data, Inc. Signs Definitive Agreement to Acquire Northwest Bio-Technic
Inc. (NBTI)
80,735,590 shares were issued to purchase the initial 30% of NBTI
Camarillo, California - (PR Newswire) - December 27, 2004 - Secured Data, Inc.
(OTCBB: SCRE) announced that it has signed an Agreement and Plan of
Reorganization to acquire Northwest Bio-Technic Inc. ("NBTI"), a British Virgin
Islands corporation. NBTI operates through its wholly owned subsidiary, Huifeng
Biochemistry Joint Stock Company ("Huifeng"), which is a joint stock company
established under the laws of the People's Republic of China ("PRC") and
responsible for the production and sales of plant extracts, biochemical products
and pharmaceutical raw products in the PRC.
On December 20, 2004, Mr. Art Malone Jr., CEO and President of Secured Data,
Inc. ("SCRE"), sold 7,229,601 shares of SCRE, which represented approximately
56.18% of the total outstanding stock of SCRE, to two individuals and resigned
from all of his officer capacities, including CEO, President and CFO. Mr. Xinwen
Hou was appointed as an additional member of the Board of Directors along with
Mr. Malone. Immediately thereafter, SCRE entered an Agreement and Plan of
Reorganization (the "Agreement") by which it initially purchased 30% of the
common shares of NBTI in exchange for 80,735,590 shares of SCRE's common stock,
and agreed to purchase the remaining 70% of NBTI's common shares in exchange for
a promissory note convertible into 10,465,725 (post a one for eighteen reverse
split) shares of SCRE's common stock.
Furthermore, The Board of Directors, effective upon Mr. Malone's resignation on
December 20, 2004, appointed Mr. Jing An Wang as Chief Executive Officer and
President, Mr. San Ding Tao as Chief Financial Officer, and Xinwen Hou as
Secretary. Jing An Wang, San Ding Tao and Jun Qi Zhang were appointed as
additional members of the SCRE's Board of Directors, subject to the 10-day
period after the filing of an Information Statement pursuant to Rule 14f-1
promulgated under the Securities Exchange Act of 1934.
"Safe-Harbor" Statement Under the Private Securities Litigation Reform Act of
1995 This press release may contain forward-looking information within the
meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), including statements regarding potential sales, the success of
the company's business, as well as statements that include the word "believe" or
similar expressions. Such forward-looking statements involve known and unknown
risks, uncertainties and other factors that may cause the actual results,
performance or achievements of Secured Data, Inc. to differ materially from
those implied or expressed by such forward-looking statements. This press
release speaks as of the date first set forth above and Secured Data, Inc.
assumes no responsibility to update the information included herein for events
occurring after the date hereof. Actual results could differ materially from
those anticipated due to factors such as the lack of capital, timely development
of products, inability to deliver products when ordered, inability of potential
customers to pay for ordered products, and political and economic risks inherent
in international trade.
48

text: Secured Data, Inc.

text:
Northwest Bio-Technic
Inc.

text: Secured Data, Inc.

text: Northwest Bio-Technic Inc.

text: Art Malone Jr

text:
Secured Data,
Inc.

text:
Xinwen
Hou

text: Jing An Wang

text: San Ding Tao

text: Xinwen Hou

text: Jing An Wang

text: San Ding Tao

text: Secured Data, Inc.

text: Secured Data, Inc.


text:
EX-99.1
4
a14-10421_3ex99d1.htm
EX-99.1
Exhibit 99.1
CONTACTS
Ray Davis
Ron Farnsworth
President & CEO
EVP/Chief Financial Officer
Umpqua Holdings Corporation
Umpqua Holdings Corporation
503-727-4101
503-727-4108
raydavis@umpquabank.com
ronfarnsworth@umpquabank.com
UMPQUA HOLDINGS CORPORATION AND
STERLING FINANCIAL CORPORATION COMPLETE MERGER
Form U.S. West Coast's Largest Community Bank
PORTLAND, Ore. - April 18, 2014
- Umpqua Holdings Corporation (NASDAQ: UMPQ) and Sterling Financial Corporation announced the completion of their merger today, creating the West Coast's largest community bank.
The combined company will operate as Umpqua Holdings Corporation and conduct banking operations under the Umpqua Bank name and brand. Umpqua now has approximately $22 billion in assets, $15 billion in loans and $16 billion in deposits, with 5,000 associates and 394 stores across five states - Oregon, Washington, Idaho, California and Nevada.
Ray Davis will continue to lead Umpqua Holdings Corporation as president and CEO. Cort O'Haver will serve as Umpqua Bank's president of commercial banking, with former Sterling president and CEO Greg Seibly serving as president of consumer banking. Umpqua will continue to deliver the high-touch level of service that customers expect, with an expanded branch and ATM network and a broad range of products and expertise in retail, small business, private and commercial banking; asset and wealth management; and securities brokerage.
"Today, we took a significant step forward in achieving Umpqua's goal of building a community bank at any size, one that offers the products and expertise of a large bank, the engagement of a community bank, and the innovative customer experience of a leading retailer", said Ray Davis, president and CEO of Umpqua Bank. "Together, Sterling and Umpqua look forward to serving our customers, communities and shareholders with expanded resources and geographic reach".
Transaction Details
Under the terms of the agreement, Sterling shareholders will receive 1.671 shares of Umpqua common stock and $2.18 cash for each share of Sterling common stock. The
total value of the Sterling merger consideration, based on the closing price of Umpqua shares on April 17, 2014 of $18.58, is $33.23 per share.
The transaction is intended to qualify as a tax-free reorganization for U.S. federal income tax purposes and Sterling shareholders are not expected to recognize any taxable gain or loss in connection with the share exchange to the extent of the stock consideration received. Giving effect to the transaction, existing shareholders of Umpqua are expected to own approximately 51% of the outstanding shares of the combined company at closing, and Sterling shareholders are expected to own approximately 49%.
J.P. Morgan Securities LLC served as financial advisor and Wachtell, Lipton, Rosen & Katz served as legal counsel to Umpqua.
Customer Information
Customers will benefit from an expanded branch and ATM network as well as products and expertise in retail, small business, private and corporate banking; asset and wealth management; and securities brokerage.
Beginning immediately, customers of both Umpqua and Sterling can use any of the company's ATMs to make cash withdrawals without incurring fees. Sterling customers can also continue to bank as usual by phone, ATM and online. In addition, customers of both banks will be able to conduct most basic transactions at any Umpqua or Sterling location.
Signs will begin changing to the Umpqua brand on April 19, a process that is expected to be completed in early June.
Umpqua in the Community
As part of the merger agreement, Umpqua has established the Umpqua Bank Charitable Foundation to advance the company's commitment to the communities it serves. The Foundation, which will be funded with a $10 million investment, will expand the company's philanthropic efforts. All Umpqua associates will continue to receive paid time off to volunteer and contribute to their communities through Umpqua's Connect Volunteer Network®, which provides every associate with up to 40 hours each year to volunteer.
About Umpqua Holdings Corporation
Umpqua Holdings Corporation (NASDAQ: UMPQ) is the parent company of Umpqua Bank, an Oregon-based community bank recognized for its entrepreneurial approach, innovative use of technology, and distinctive banking solutions. Umpqua Bank has locations across Idaho, Washington, Oregon, California and Northern Nevada. Umpqua Holdings also owns a retail brokerage subsidiary, Umpqua Investments, Inc., which has locations in Umpqua Bank stores and in dedicated offices in Oregon. Umpqua Private Bank serves high net worth individuals and non-profits, providing trust and investment services. Umpqua Holdings Corporation is headquartered in Portland, Oregon. For more information, visit www.umpquaholdingscorp.com.
Cautionary Statement Regarding Forward-Looking Statements
This document contains certain "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as "anticipate", "may", "can", "believe", "expect", "project", "intend", "likely", "plan", "seek", "should", "would", "estimate" and similar expressions and any other statements that predict or indicate future events or trends or that are not statements of historical facts. These forward-looking statements are subject to numerous risks and uncertainties. Actual results may differ materially from the results discussed in these forward-looking statements because such statements are inherently subject to significant assumptions, risks and uncertainties, many of which are difficult to predict and are generally beyond Umpqua's control. These risks and uncertainties include, but are not limited to, the following: Umpqua's ability to achieve the synergies and earnings accretion contemplated by the merger; Umpqua's ability to promptly and effectively integrate the businesses of Sterling and Umpqua; changes in laws or regulations or interpretations thereof, including tax laws and regulations; and changes in general economic conditions. Umpqua undertakes no obligation (and expressly disclaims any such obligation) to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. For additional information concerning factors that could cause actual conditions, events or results to materially differ from those described in the forward-looking statements, please refer to the factors set forth under the headings "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Umpqua's most recent Form 10-K and 10-Q reports and to Umpqua's most recent Form 8-K reports, which are available online at www.sec.gov or at Umpqua's web address, above. No assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what impact they will have on the results of operations or financial condition of Umpqua.
# # # #

text: Ray Davis

text: Ron Farnsworth

text: Umpqua Holdings Corporation

text: Umpqua Holdings Corporation

text: UMPQUA HOLDINGS CORPORATION

text: STERLING FINANCIAL CORPORATION

text: Umpqua Holdings Corporation

text: Sterling Financial Corporation

text: Umpqua Holdings Corporation

text: Ray Davis

text: Umpqua Holdings Corporation

text: Ray Davis

text: J.P. Morgan Securities LLC

text: Wachtell, Lipton, Rosen & Katz

text: Umpqua Holdings Corporation

text: Umpqua Holdings Corporation

text: Umpqua Holdings Corporation


text:
EX-99.1
4
ex991-forelandclosingpr.htm
EX-99.1
Document
Exhibit 99.1
Earthstone Energy Closes Midland Basin Foreland Acquisition
The Woodlands, Texas, November 2, 2021 - Earthstone Energy, Inc. (NYSE: ESTE) ("Earthstone", the "Company", "we", "our" or "us") today announced that it has completed the previously announced acquisition of privately held operated assets located in the Midland Basin from Foreland Investments LP ("Foreland") and from BCC-Foreland LLC, which held well-bore interests in certain of the producing wells operated by Foreland (collectively, the "Foreland Acquisition").
The aggregate purchase price of the Foreland Acquisition was approximately $73.2 million at signing of the purchase and sale agreements, consisting of $49.2 million in cash and 2.6 million shares of Earthstone's Class A common stock valued at $24.0 million based on a closing share price of $9.20 on September 30, 2021. Total cash consideration paid was $39.3 million, reflecting the preliminary purchase price adjustment estimated prior to closing and including the deposit paid upon signing of the purchase and sale agreement.
Earthstone estimates the acquired assets to have $116.0 million of PDP PV-10 as of July 1, 2021, with associated reserves of approximately 13.3 MMBoe (11% oil, 31% NGL, 58% natural gas) (1) based on NYMEX strip pricing as of September 30, 2021. The low-decline, high-margin producing assets acquired in the Foreland Acquisition are expected to add approximately 4,000 Boepd (17% oil, 47% liquids) to Earthstone's daily production from the closing date through year-end 2021.
Management Comments
Mr. Robert J. Anderson, President and CEO of Earthstone, commented, "We are pleased to have closed the Foreland Acquisition, which is our fourth acquisition this year, as we continue our efforts to advance our consolidation strategy, having approximately doubled our daily production rate this year. The acquisition of these producing assets at an attractive valuation in a rising commodity price environment is a nice addition to our production and cash flow base. We expect to create value from operational synergies with our nearby existing assets and look forward to applying our operating approach in order to reduce costs and maximize production and cash flows".
About Earthstone Energy, Inc.
Earthstone Energy, Inc. is a growth-oriented, independent energy company engaged in the acquisition, development and operation of oil and natural gas properties. Its primary assets are located in the Midland Basin of west Texas and the Eagle Ford Trend of south Texas. Earthstone is listed on the New York Stock Exchange under the symbol "ESTE." For more information, visit the Company's website at www.earthstoneenergy.com.
(1)PV-10 is a non-GAAP measure that differs from a measure under GAAP known as "standardized measure of discounted future net cash flows" in that PV-10 is calculated without including future income taxes. Earthstone
management estimate of proved developed producing reserve volumes and values as of 7/1/2021, discounting cash flows at a rate of 10% and utilizing NYMEX strip prices as of 9/30/2021.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Statements that are not strictly historical statements constitute forward-looking statements and may often, but not always, be identified by the use of such words such as "expects", "believes", "intends", "anticipates", "plans", "estimates", "potential", "possible", or "probable" or statements that certain actions, events or results "may", "will", "should", or "could" be taken, occur or be achieved. The forward-looking statements include statements about the expected benefits of the Foreland Acquisition to Earthstone and its stockholders. Forward-looking statements are based on current expectations and assumptions and analyses made by Earthstone and its management in light of experience and perception of historical trends, current conditions and expected future developments, as well as other factors appropriate under the circumstances. However, whether actual results and developments will conform to expectations is subject to a number of material risks and uncertainties, including but not limited to: Earthstone's ability to successfully integrate the assets included in the Foreland Acquisition with its operations and achieve anticipated benefits from it; risks relating to any unforeseen liabilities related to the Foreland Acquisition; declines in oil, natural gas liquids or natural gas prices; and revisions to reserve estimates as a result of changes in commodity prices. Earthstone's annual report on Form 10-K/A for the year ended December 31, 2020, quarterly reports on Form 10-Q, recent current reports on Form 8-K, and other Securities and Exchange Commission ("SEC") filings discuss some of the important risk factors identified that may affect Earthstone's business, results of operations, and financial condition. Earthstone undertakes no obligation to revise or update publicly any forward-looking statements except as required by law.
Contacts
Mark Lumpkin, Jr.
Executive Vice President - Chief Financial Officer
281-298-4246 / mark.lumpkin@earthstoneenergy.com
Scott Thelander
Vice President of Finance
281-298-4246 / scott@earthstoneenergy.com

text: Earthstone Energy, Inc.

text: Foreland Investments LP

text: BCC-Foreland LLC

text: Robert J. Anderson

text: Earthstone Energy, Inc.

text: Earthstone Energy, Inc.

text: Scott Thelander


text:
EX-99.2
3
ex_99-2.htm
Exhibit 99.2
Sovran Self Storage, Inc.
6467 Main St., Buffalo, NY 14221
(716) 633-1850
FOR IMMEDIATE RELEASE
July 18, 2016
Sovran Self Storage, Inc. to Rebrand as Life Storage
®
Buffalo, New York
, July 18, 2016 - Sovran Self Storage, Inc., (NYSE:SSS), a self storage real estate investment trust (REIT), announced today that it will rebrand the 563 storage facilities it presently operates as "Uncle Bob's Self Storage
®
" to "Life Storage
®
". The Company also plans to change its corporate name from "Sovran Self Storage, Inc." to "Life Storage, Inc." and its ticker symbol on the New York Stock Exchange from SSS to LSI. These changes are expected to occur in mid-August, 2016.
"Life Storage is the perfect brand name for our Company and for our stores", said David Rogers, Chief Executive Officer. "Our customers see us as an extension of their homes or businesses, where the environment is welcoming and their belongings are secure. We've always operated with that in mind, but the Life Storage name brings it into focus - it's about the customer, not about us".
A rebranded Life Storage website - set to launch the week of August 8, 2016 - will depict the new Life Storage logo and feature the recently acquired 84 facilities originally branded as Life Storage. It is expected that the cost of the rebranding, which primarily relates to replacement signage at each store and rewrapping the Company's fleet of rental trucks, will be approximately $22 million.
The rebranding of the existing Uncle Bob's Self Storage locations will commence in August and continue on a market-by-market basis into the second quarter of 2017. As signs change and rebranding occurs in each area, the converted stores will be added to the Life Storage website. The existing website
www.unclebobs.com
will remain in operation until all stores are converted.
About Sovran Self Storage, Inc.
Sovran Self Storage, Inc. is an equity REIT that is in the business of acquiring and managing self storage facilities. The Company operates approximately 650 self storage facilities in 29 states. For more information, visit
www.unclebobs.com/company
.

text: Sovran Self Storage, Inc.

text: Sovran Self Storage, Inc.

text: Sovran Self Storage, Inc.

text: Sovran Self Storage, Inc.

text: David Rogers

text: Sovran Self Storage, Inc.

text: Sovran Self Storage, Inc.