text:
EX-99.1
2
p0826_ex99-1.txt
PRESS RELEASE
EXHIBIT 99.1
UPDATE ON ACQUISITION OF ENERGY SAVINGS PROJECT IN CHINA BY RIM HOLDINGS
Monday August 23, 9:53 am ET
NEW YORK, Aug. 23 /Xinhua-PRNewswire-FirstCall/ -- Rim Holdings, Inc. (OTC
Bulletin Board: RIMI - NEWS) announced today that it has completed due
diligence, audit and consolidation of accounts in respect of the acquisition of
50% stake in Starway. The following actions are scheduled to be taken by August
25, 2004.
* Change of name of Rim to China Energy Savings Technology, Inc
* Change of trading symbol from RIMI to CEST
* 20 for 1 reverse stock split
* Issuance of $120 million convertible promissory note eligible for
conversion of 11,153,669 shares post reverse split) of Rim for closing
the 50% Starway deal.
Starway holds 100% interest in Shenzhen Dicken Industrial Development Limited
("SDID"). The core business of SDID is the development, manufacture and sale of
energy savings products in China. All the energy savings products have been
patented in China. Due diligence has been completed by Rim on the above
acquisition. SDID products and energy saving technology are leading in the
industry. Different from other products found in the market that are hardware
for stabilizing the voltage, SDID products are composed of smart chipsets
developed by technicians and programmers from Canada and China over the last
four years. The chipsets are used to form the new component, "Smart Module", an
intelligence circuit control board. Used with hardware, the Smart Module helps
stabilize the voltage. The savings is then 2 times other products in the market,
ranging from 28% to 34% and even reaches 60% in some cases. As spurred by the
record high oil prices around the globe and the coal price in China, both
resources are in excess demand. Together with the economic wheel of China kept
turning rapidly, the energy crisis in China can hardly be resolved in the next
few years. The only solution that Chinese government has is energy savings. This
explains why SDID's products are widely used and highly recommended amongst the
Chinese authorities. The products have obtained government awards of achievement
and relevant certificates. In order to further enhance its energy savings
business, SDID contemplate investing and developing a wind energy project in
Xinjiang Province, China by the end of 2004. The project has obtained
preliminary approval of Xinjiang government and is enjoying taxation and land
use privileges.
In view of the above, the net profit of Starway of 2002 since commencement of
business of SDID is $1.79 million and that of 2003 is $8.9 million. From the
audited management account, the net profit for the first 6 months of 2004
reached $13.1 million. The estimated net profit for the year 2004 will exceed
$26 million. The PE ratio will be 14 basing on the total outstanding shares
after the stock split and the closing price $0.75 of Rim as at August 20, 2004.
The net profit is on the rise for the coming years.
About Rim Holdings. Inc.
Rim Holdings, Inc. was organized in Nevada on February 14, 2000. Prior to the
transaction, Rim was a holding company holding all of the shares of Rimmer
Computers, Inc. Rimmer is an approved technical service provider for computer
hardware and software system manufacturers such as Novell, Microsoft, IBM,
Compaq, Hewlett Packard, Cisco and others. Following the transaction, Rim will
hold all of the Starway shares acquired in the transaction, taking over the
management right of Starway. Starway is engaged in the manufacturing and sales
of advanced technology energy-saving products in the PRC. According to the test
reports by various PRC authorities including National Center of Supervision &
Inspection on Electric Light Source Quality (Shanghai) issued in September 2002
and Shenzhen Academy of Metrology & Quality Inspection issued in December 2002,
the energy saving products of Shenzhen Dicken Group have the energy saving rates
ranging from approximately 25% to 45%. The energy saving projects conducted by
Starway Group mostly relate to public or street lighting systems, government
administration units, shopping malls, supermarkets, restaurants, factories and
oil fields, etc. There are small and large-scaled projects: the small-scaled
projects relate to restaurants, shops and small arcades through the sale of
equipment, and the large-scaled projects relate to large shopping malls,
supermarkets, factories and public bodies through the provision and installation
of equipment over a term usually extended for years.
For more information, please contact:
Ms Stella Sim (Tel.: 852 28913130),
Rim Holdings, Inc.
Statements contained in this press release that are not based upon current or
historical fact are forward-looking in nature. Such forward-looking statements
reflect the current views of management with respect to future events and are
subject to certain risks, uncertainties and assumptions. Readers are cautioned
not to place undue reliance on these forward-looking statements, which reflect
management's analysis only as of the date hereof. The company undertakes no
obligation to publicly revise these forward-looking statements to reflect events
or circumstances that arise after the date thereof. Readers should carefully
review the risks described in the 8-K/A the company filed on August 20, 2004
with the Securities and Exchange Commission for due diligence and the fiscal
years ended December 31, 2003 and December 31, 2002. The unaudited financial
statements for the first 6 months ended June 30, 2004 will be listed out in the
10Q to be filed shortly.
2

text: Rim Holdings, Inc.

text: Starway

text: Rim

text: Rim

text: Starway

text: Starway

text: Rim

text: Starway

text: Rim

text: Rim Holdings, Inc.

text: Rim

text: Rim

text: Starway

text: Starway

text: Starway

text: Starway

text: Rim Holdings, Inc.


dataset: buster

text:
EX-99.1
17
k98871exv99w1.txt
PRESS RELEASE DATED OCTOBER 1, 2005
EXHIBIT 99.1
NEWS RELEASE -- For Immediate Release (VISTEON LOGO)
VISTEON COMPLETES TRANSACTION WITH FORD, STRENGTHENS COMPETITIVE STRUCTURE IN
NORTH AMERICA
VAN BUREN TOWNSHIP, Mich., Oct. 1, 2005 - Visteon Corporation (NYSE: VC) has
completed a transaction with Ford Motor Company that establishes a more
competitive structure for Visteon's North American manufacturing operations and
allows the global automotive supplier to focus resources on core products. The
two companies closed the transaction early today after announcing definitive
agreements on Sept. 13 that were closely aligned with a memorandum of
understanding reached in May.
Upon completion of the transaction, 23 facilities in North America transferred
from Visteon to a Ford-managed business entity, Automotive Components Holdings,
LLC. Under the agreements, Visteon terminated its arrangement to lease about
18,000 Ford-United Auto Workers hourly employees who work in these facilities.
The transaction reshapes Visteon from a company with 2004 revenue of $18.7
billion to a leaner, more competitive $11.4 billion organization, based on
estimated 2005 pro forma revenue. Visteon will focus its engineering and capital
resources on products that have been generating most of its new business with
vehicle manufacturers around the world -- interiors, climate control and
electronics, including lighting. Visteon remains one of the world's major
automotive suppliers, with approximately 50,000 employees in 170 facilities in
24 countries.
"Completing this transaction gives Visteon a more cost-competitive North
American structure, a more balanced customer portfolio and a more evenly
distributed regional revenue mix", said Chairman and Chief Executive Officer
Mike Johnston. "We still have much work to do, including significant additional
restructuring actions over the next several years, to achieve sustainable
success in a highly competitive industry".
Visteon launched a new organization to support the operations of Automotive
Components Holdings in areas such as manufacturing, customer support, product
development, materials management/purchasing, quality, finance, human resources,
information technology and facilities management. Approximately 5,000 salaried
Visteon employees in North America now support Automotive Components Holdings,
which will reimburse Visteon for the cost of these employees.
The plants and facilities that transferred from Visteon to Automotive Components
Holdings include 13 facilities in Michigan; two each in Ohio and Tennessee; one
each in Indiana, Missouri and Oklahoma; and three in Mexico.
Visteon Corporation is a leading global automotive supplier that designs,
engineers and manufactures innovative climate control, interior, electronic and
lighting products for vehicle manufacturers, and also provides a range of
products and services to aftermarket customers. With corporate offices in Van
Buren Township, Mich. (U.S.); Shanghai, China; and Kerpen, Germany; the company
has more than 170 facilities in 24 countries and employs approximately 50,000
people.
###
Contact(s):
MEDIA INQUIRIES INVESTOR INQUIRIES Visteon Corporation
Jim Fisher Derek Fiebig One Village Center Drive
734-710-5557 734-710-5800 Van Buren Twp., Mich., 48111
jfishe89@visteon.com dfiebig@visteon.com
Visteon news releases, photographs and product specification details
are available at www.visteon.com
This press release contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. Forward-looking statements
are not guarantees of future results and conditions but rather are subject to
various factors, risks and uncertainties that could cause our actual results to
differ materially from those expressed in these forward-looking statements,
including the automotive vehicle production volumes and schedules of our
customers, and in particular Ford's North American vehicle production volumes;
our ability to satisfy our future capital and liquidity requirements and comply
with the terms of our credit agreements; the results of the investigation being
conducted by Visteon's Audit Committee and the company's inability to make
timely filings with the SEC; the financial distress of our suppliers; our
ability to implement, and realize the anticipated benefits of, restructuring and
other cost-reduction initiatives and our successful execution of internal
performance plans and other productivity efforts; charges resulting from
restructurings, employee reductions, acquisitions or dispositions; our ability
to offset or recover significant material surcharges; the effect of pension and
other post-employment benefit obligations; as well as those factors identified
in our filings with the SEC (including our Annual Report on Form 10-K for the
year-ended December 31, 2004). We assume no obligation to update these
forward-looking statements.

label: organization

text: Visteon Corporation

text: Ford Motor Company

text: Visteon Corporation

text: Visteon 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
7
tex99_1.txt
EXHIBIT 99.1
[BEHRINGER HARVARD LOGO]
FOR IMMEDIATE RELEASE
BEHRINGER HARVARD ACQUIRES TWO OFFICE TOWERS IN ATLANTA
DALLAS, APRIL 20, 2006 - Behringer Harvard REIT I, Inc. announced today its
acquisition of two interconnected Class A office towers known as Paces West, one
of the most prominent office properties in Atlanta's core Cumberland/Galleria
micromarket.
"Paces West is a core asset with a strong, multi-tenant rent roll located on the
main east-west traffic artery of prestigious Buckhead, one of Atlanta's most
important business districts", said Robert M. Behringer, chairman and CEO of
Behringer Harvard. "With nearly as many skyscrapers as downtown or midtown
Atlanta, Buckhead also includes Atlanta's wealthiest neighborhoods. This
property, which has been acquired at a significant discount to replacement cost,
should allow our investors to capitalize on attractive current yields and
potentially benefit from improving fundamentals in the Atlanta market".
One & Two Paces West, which are 14 and 17 stories respectively, provide a total
of more than 646,000 square feet of rentable space. Built in 1987 and 1989 on a
wooded 9.22-acre site atop one of the highest points in Atlanta, the towers
provide panoramic views of rolling landscapes, the Atlanta skyline, and the
Appalachian foothills. The towers' multi-story lobbies feature granite floors,
mahogany walls and brass appointments.
Occupying a strategic location only one mile from a primary transportation hub
at the junction of I-285 and I-75, Paces West provides convenient access to the
Atlanta International Airport. It is also within walking distance from historic
Vinings Jubilee, a charming, pedestrian-friendly complex of restaurants, shops
and entertainment venues.
The buildings, located at 2727 Paces Ferry Road SE, are served by two
multi-story parking garages with more than 1,500 covered spaces, and surface
parking is available for 152 additional vehicles. On-site amenities include a
cafe, a coffee shop, a fitness center, a car detailing service, a dry-cleaning
shop and a full-service bank.
Paces West is currently 82 percent leased, with five major tenants occupying 51
percent of the rentable space. Major tenants include Piedmont Hospital, one of
Atlanta's best-known hospital groups; Docucorp, an international software
company; and BT Americas, a subsidiary of global telecom giant, BT Group.
Management of Paces West will be retained by Trammell Crow Company.
ABOUT BEHRINGER HARVARD:
Behringer Harvard is an investment company that offers a diverse selection of
real estate funds reflecting core, value-added and opportunistic investment
strategies. Its publicly registered non-traded REITs and limited partnerships
provide strategic opportunities for sellers of institutional-quality real estate
as well as individual investors seeking to diversify their portfolios. The
company's finite-life programs, offered through the independent broker
-more-
dealer community, generally feature a total return focus and the financial
transparency of public securities. For more information, call toll-free
866.655.3600 or visit behringerharvard.com.
THIS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS RELATING TO THE BUSINESS AND
FINANCIAL OUTLOOK OF BEHRINGER HARVARD REIT I, INC. THAT ARE BASED ON OUR
CURRENT EXPECTATIONS, ESTIMATES, FORECASTS AND PROJECTIONS AND ARE NOT
GUARANTEES OF FUTURE PERFORMANCE. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM
THOSE EXPRESSED IN THESE FORWARD-LOOKING STATEMENTS, AND YOU SHOULD NOT PLACE
UNDUE RELIANCE ON ANY SUCH STATEMENTS. A NUMBER OF IMPORTANT FACTORS COULD CAUSE
ACTUAL RESULTS TO DIFFER MATERIALLY FROM THE FORWARD-LOOKING STATEMENTS
CONTAINED IN THIS RELEASE. SUCH FACTORS INCLUDE THOSE DESCRIBED IN THE RISK
FACTORS SECTIONS OF THE OFFERING DOCUMENTS FOR THE OFFERING OF EQUITY OF
BEHRINGER HARVARD REIT I, INC. FORWARD-LOOKING STATEMENTS IN THIS DOCUMENT SPEAK
ONLY AS OF THE DATE ON WHICH SUCH STATEMENTS WERE MADE AND WE UNDERTAKE NO
OBLIGATION TO UPDATE ANY SUCH STATEMENTS THAT MAY BECOME UNTRUE BECAUSE OF
SUBSEQUENT EVENTS. WE CLAIM THE SAFE HARBOR PROTECTION FOR FORWARD-LOOKING
STATEMENTS CONTAINED IN THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.
CONTACTS
Katie Myers Jason Mattox Barbara Marler
Richards/Gravelle Executive Vice President Marketing Communications Manager
katie_myers@richards.com Behringer Harvard Behringer Harvard
214.891.5842 jmattox@behringerharvard.com bmarler@behringerharvard.com
866.655.3600 469.341.2312
# # #

text: BEHRINGER HARVARD

text: BEHRINGER HARVARD

text: Behringer Harvard REIT I, Inc.

label: person

text: Robert M. Behringer

text: Behringer Harvard

text: BEHRINGER HARVARD

text: Behringer Harvard

text: BEHRINGER HARVARD REIT I, INC.

text: BEHRINGER HARVARD REIT I, INC.

text: Behringer Harvard

text: Behringer Harvard


text:
EX-99.1
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v185844_ex99-1.htm
EXHIBIT
99.1
FOR
IMMEDIATE RELEASE
KIT
digital Acquires Broadcast Video and IPTV Solutions
Provider,
Benchmark Broadcast Systems
Expands
Global IPTV Capabilities and Presence Throughout Asia
PRAGUE, Czech Republic and SINGAPORE
- May 17, 2010 -
KIT digital, Inc. (NASDAQ: KITD), the leading global
provider of on-demand software solutions for managing and monetizing
Internet Protocol (IP)-based video assets, has executed a definitive agreement
to acquire privately-held Benchmark Broadcast Systems Pte. Ltd., based in
Singapore. (All currency figures below are reported in U.S.
dollars.)
"Benchmark
was a choice acquisition for us in a number of ways, and one which we have been
working on for some time", said KIT digital's chairman and CEO, Kaleil Isaza
Tuzman. "This acquisition demonstrates our commitment to the Asian markets and
our determination to be the leader in video asset management in the BRIC
markets. It also represents an extension to our existing IPTV systems
integration capabilities-which support our larger-scale software implementations
with broadcasters and network operators".
Benchmark
is a leading video asset management provider and broadcast video systems
integrator, serving clients in 12+ countries through six regional offices
throughout Asia. Benchmark expects to generate at least $10 million in revenues
during the next 12 months.
In
consideration for 100% of Benchmark's shares, the transaction includes
guaranteed payments of approximately $9.5 million directly to the company over
time (comprised of $4.5 million in cash and $5.0 million in KIT digital common
stock) plus approximately $1.1 million paid to employees over two years. The
transaction also includes corporate performance-based contingent considerations
at the first and second anniversary of the transaction. KIT digital expects
Benchmark to be immediately accretive on a cash-flow, EBITDA, and net profit
basis.
1
Benchmark
complements and expands KIT digital's global client base, as well as KIT's
capabilities in managing video on the "three screens" of the mobile device,
browser and IPenabled television. Benchmark's clients include Astro, CNBC,
Express News, ESPN Star, ETV, MediaCorp, NDTV, Reliance Mediaworks, Sahara, TV9,
VTV and ZeeTV. "We plan to cross-sell our VX-
one
video management platform
into Benchmark's existing client base while leveraging Benchmark's on-the-ground
presence in South Asia, Southeast Asia and Greater China to expand our business
more quickly in the region", commented Gavin Campion, president of KIT
digital.
"We will
also leverage KIT digital's global sales force to roll out Benchmark's
digitization and NOC fit-out capabilities into our client base", said
Campion. Benchmark has over 100 total staff members, and is
headquartered in Singapore, with operations in Beijing, Chennai, Delhi, Kolkata
and Mumbai, and sales/engineering presence in Dhaka, Kuala Lumpur and
Taipei.
"We
understand that if you want to effectively compete in Asia, you need to be truly
local and appreciate the differences between sub-regions", noted Isaza Tuzman.
"You also need to be humble, and team up with groups that have years of proven
track record. The Benchmark sales teams are rooted in and understand the unique
characteristics of their respective markets, and provide KIT digital with deep
broadcaster, network operator and government sales experience".
Ashish
Mukherjee, Benchmark's president, commented: "We have been experiencing
firsthand the shift in Asia from traditional video systems to IP-based
technologies. We are excited to be joining the global leader in IP video
management and we believe our collective strength will yield exceptional value
and benefits for our combined customer base. Given Benchmark management's two
decades of expanding relationships with content owners and network operators
across the region, we think the sales synergies between our companies are
powerful."
"We are
also looking forward to collaborating on software development for both IP- and
ASI-based video technologies", added Mukherjee, "combining our companies'
respective strengths in video and broadcast technologies, and bridging the gap
between traditional broadcast and new media for customers in emerging markets.
As a combined force, we believe we now offer a global capability in capturing,
processing and delivering IP video that is second to none".
Isaza
Tuzman, added, "In making this choice, we recognized that Benchmark's seasoned
management team operates under best-in-class global standards, with a similar
hard driving, entrepreneurial culture as ours. The Benchmark team embraced a
performance- based equity deal structure from the beginning, showing confidence
in our go-forward plan and clearly aligning our interests".
KIT
digital closed the acquisition of Benchmark simultaneously with the signing on
May 14, 2010.
About
Benchmark Broadcast Systems
Benchmark
Broadcast is a leading video asset management provider and broadcast system
integrator in Asia with offices in Singapore, Chennai, Delhi, Mumbai, Kolkata
and Beijing and sales/engineering presence in Dhaka, Kuala Lumpur and Taipei.
Its customers are located in countries from Dubai to China. The company
specializes in traditional-to-IP broadcast video systems migration, asset
management and storage, networking and IP video publishing. The Benchmark team
is sharply focused on staying ahead of and providing cutting edge technologies
for digital media creation, management and distribution to the region's most
demanding customers. Benchmark's clients include Astro, CNBC, Express News, ESPN
Star, ETV, MediaCorp, NDTV, Reliance Mediaworks, Sahara, TV9, VTV and ZeeTV. For
additional information, visit
www.benchmark-broadcast.com
.
2
About
KIT digital, Inc.
KIT
digital (NASDAQ: KITD) is a leading, global provider of on-demand, Internet
Protocol (IP)-based video asset management systems (VAMS). KIT VX-
one
, the company's end-toend
software platform, enables enterprise clients to acquire, manage and distribute
video assets across the three screens of today's world: the personal computer,
mobile device, and
IPTV-enabled television set. The application of VX ranges from commercial video
distribution to internal corporate deployments, including corporate
communications, human resources, training, security and surveillance. KIT
digital's client base includes more than 1,000 customers across 30+ countries,
including The Associated Press, Best Buy, Bristol-Myers Squibb, Disney-ABC,
FedEx, General Motors, Google, Hewlett-Packard, Home Depot, IMG Worldwide,
Intel, News Corp, Telefonica, the U.S. Department of Defense, Verizon, and
Vodafone. KIT digital is headquartered in Prague, and maintains principal
offices in Atlanta, Cairo, Cologne, Dubai, Melbourne (Australia), London, New
York, Stockholm and Toronto. For additional information, visit www.kitd.com or
follow the company on Twitter at www.twitter.com/KITdigital.
KIT
digital ForwardLooking Statement
This
press release contains certain "forward-looking statements" related to the
businesses of KIT digital, Inc. which can be identified by the use of
forward-looking terminology such as "anticipates", "believes", "estimates,"
"expects" or similar expressions. Such forward- looking statements involve known
and unknown risks and uncertainties, including uncertainties relating to product
development and commercialization, the ability to obtain or maintain patent and
other proprietary intellectual property protection, market acceptance, future
capital requirements, regulatory actions or delays, competition in general and
other factors that may cause actual results to be materially different from
those described herein as anticipated, believed, estimated or expected. Certain
of these risks and uncertainties are or will be described in greater detail in
our public filings with the U.S. Securities and Exchange Commission. KIT
digitalis not under any obligation to (and expressly disclaims any such
obligation to) update or alter its forward-looking statements whether as a
result of new information, future events or otherwise.
KIT
digital Contact:
Adam
Davis
Global
Communications Manager Tel. +1-609-468-9500
adam.davis@kitd.com
KIT digital Investor Relations
Contact:
Matt Glover
Liolios
Group, Inc.
Tel.
+1-949-574-3860
info@liolios.com
3

text:
KIT
digital

text: Benchmark Broadcast Systems

text: KIT digital, Inc.

text: Benchmark Broadcast Systems

text: Benchmark

text: KIT digital

text: Benchmark

text: Benchmark

text: Benchmark

text: KIT digital

text: KIT digital

text: Benchmark

text: Benchmark

text: KIT digital

text: Benchmark

text: Benchmark

text: Benchmark

text: Gavin Campion

text:
KIT
digital

text: KIT digital

text: Benchmark

text: Benchmark

text: Benchmark

text: KIT digital

text: Benchmark

text: Benchmark

text: Benchmark

text: Benchmark

text:
KIT
digital

text: Benchmark

text: Benchmark Broadcast Systems

text: Benchmark

text: Benchmark

text: KIT digital, Inc.

text:
KIT
digital

text:
KIT
digital

text: KIT digital

text:
KIT
digital

text: KIT digital, Inc.

text:
KIT
digital

text: KIT digital


text:
EX-99.1
2
accessclosingrelease.htm
EXHIBIT 99.1
Exhibit
Exhibit 99.1
Union Bankshares Corporation Completes Acquisition of Access National Corporation; Intends to Rebrand its bank from Union Bank & Trust to Atlantic Union Bank
RICHMOND, Va., Feb. 1, 2019 -- Union Bankshares Corporation ("Union") today announced the completion of its acquisition of Access National Corporation ("Access"). This transaction strengthens Union's presence in Virginia's most populous market, Northern Virginia.
Under the terms of the merger agreement, Access shareholders received 0.75 shares of Union common stock in exchange for each share of Access common stock they owned, with cash paid in lieu of fractional shares. Based on the $31.56 January 31, 2019 closing price of Union common stock, the deal value was approximately $500 million.
"Access was the last piece of the jigsaw puzzle for Union to complete its Virginia footprint and further solidifies our position as the first statewide independent regional bank headquartered in the Commonwealth in nearly 20 years", said John C. Asbury, President and CEO of Union. "Our combined lending power and footprint will bring additional convenience to our customers and better position ourselves as a stronger competitor against the large national banks, super regional banks and smaller community banks alike".
In accordance with the merger agreement, Michael W. Clarke has been appointed to the Board of Directors of Union. Clarke, 57, has agreed to serve as a consultant to the company for a period of one year to ensure a successful merger integration and assist in business development. Clarke has served as President, CEO and a director of Access since its formation in 2002, and has served as CEO and a director of Access National Bank since its formation in 1999.
Based on financial information reported as of December 31, 2018, the combined company would have total assets of approximately $16.8 billion, deposits of approximately $12.2 billion and loans of approximately $11.9 billion. Union will operate the former Access National Bank branches as Access National Bank, a division of Union Bank & Trust of Richmond, Virginia or Middleburg Bank, a division of Union Bank & Trust of Richmond, Virginia, until systems are converted in May 2019.
REBRAND
Union's recent acquisitions of Access and Xenith Bank, which have strengthened the institution and expanded its reach, have also added complexity to the brand portfolio. As a way to ensure recognition and clarity in marketplace, Union Bank & Trust is expected to unify the bank's operations under the Atlantic Union Bank brand starting in May 2019, subject to any necessary approvals.
"We want a unifying brand that makes it easy for our customers to recognize us no matter where they live, work and play throughout the Mid-Atlantic region - from Virginia to North Carolina and Maryland", said Asbury.
"The "Union" name has been a focal point of the institution's history for nearly 100 years and it was important to retain this link to our past. "Union" is key because it represents the unification of multiple community banks that have come together over time to deliver better banking to our customers. Additionally, the new name references our geographic expansion throughout the Mid-Atlantic region from Maryland to North Carolina. Atlantic Union Bank is the perfect marriage between who we are today and where we came from.
Chief Marketing Officer Duane Smith confirmed customers throughout the region were surveyed to review and evaluate the new name and image. "We listened to consumers in the community and they responded most positively to the Atlantic Union Bank name. We couldn't be happier with the results; it is an exciting and logical evolution for an established, respected and proud institution", said Smith. "Atlantic Union Bank is a distinctive name that will be coupled with an energizing new look, enabling customers to easily and immediately identify with their bank. It sends a clear message we are transforming into a unified and growing provider of financial services".
Union will retain the Middleburg brand to identify its core wealth management businesses.
As part of the brand change, Union Bankshares Corporation intends to change its name to Atlantic Union Bankshares Corporation, subject to shareholder and other approvals.
ABOUT UNION BANKSHARES CORPORATION
Headquartered in Richmond, Virginia, Union Bankshares Corporation (Nasdaq: UBSH) is the holding company for Union Bank & Trust, which now has 155 branches, seven of which are operated as Xenith Bank, a division of Union Bank & Trust of Richmond, Virginia, and 15 of which will be operated as Access National Bank, a division of Union Bank & Trust of Richmond, Virginia or Middleburg Bank, a division of Union Bank & Trust of Richmond, Virginia, and approximately 200 ATMs located throughout Virginia and in portions of Maryland and North Carolina. Certain non-bank affiliates of the holding company include: Old Dominion Capital Management, Inc. and its subsidiary Outfitter Advisors, Ltd., Dixon, Hubard, Feinour, & Brown, Inc. and Capital Fiduciary Advisors, LLC, all of which provide investment advisory services; Middleburg Investment Services, LLC, which provides brokerage services; and Union Insurance Group, LLC, which offers various lines of insurance products.
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. Forward-looking statements include, without limitation, projections, predictions, expectations, or beliefs about future events or results and are not statements of historical fact. Such statements also include statements as to the anticipated impact of the Union acquisition of Access, including future financial and operating results, ability to successfully integrate the combined businesses, the amount of cost savings, overall operational efficiencies and enhanced revenues as well as other statements regarding the acquisition. Such forward-
looking statements are based on various assumptions as of the time they are made, and are inherently subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are often accompanied by words that convey projected future events or outcomes such as "expect", "believe", "estimate", "plan", "project", "anticipate", "intend", "will", "may", "view", "opportunity", "potential", or words of similar meaning or other statements concerning opinions or judgment of Union or its management about future events. Although Union believes that its expectations with respect to forward-looking statements are based upon reasonable assumptions within the bounds of its existing knowledge of its business and operations, there can be no assurance that actual results, performance, or achievements of Union will not differ materially from any projected future results, performance or achievements expressed or implied by such forward-looking statements. Actual future results, performance or achievements may differ materially from historical results or those anticipated depending on a variety of factors, including but not limited to, the businesses of Union and Access may not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected, expected revenue synergies and cost savings from the acquisition may not be fully realized or realized within the expected time frame, revenues following the acquisition may be lower than expected, customer and employee relationships and business operations may be disrupted by the acquisition, the diversion of management time on acquisition-related issues, and other risk factors, many of which are beyond the control of Union. We refer you to the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of Union's Annual Report on Form 10-K for the year ended December 31, 2017, and Access's Annual Report on Form 10-K for the year ended December 31, 2017 and comparable "risk factors" sections of Union's and Access's Quarterly Reports on Form 10-Q and other filings, which have been filed with the SEC and are available on the SEC's website at www.sec.gov. All of the forward-looking statements made in this press release are expressly qualified by the cautionary statements contained or referred to herein. The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on Union or its business or operations. Readers are cautioned not to rely too heavily on the forward-looking statements contained in this press release. Forward-looking statements speak only as of the date they are made and Union does not undertake any obligation to update, revise or clarify these forward-looking statements, whether as a result of new information, future events or otherwise.
Additional information on the Company is available at http://investors.bankatunion.com.
Contact:
Beth Shivak, Vice President and Director of Corporate Communications
Beth.Shivak@BankAtUnion.com, 804.327.5746
Bill Cimino, Vice President and Director of Investor Relations
Bill.Cimino@BankAtUnion.com, 804.448.0937
Logo to be used by Atlantic Union Bank effective upon brand change

text: Union Bankshares Corporation

text: Access National Corporation

text: Atlantic Union Bank

text: Union Bankshares Corporation

text: Access National Corporation

text: John C. Asbury

text: Atlantic Union Bank

text: Atlantic Union Bank

text: Atlantic Union Bank

text: Atlantic Union Bank

text: Union Bankshares Corporation

text: Union Bankshares Corporation

text: UNION BANKSHARES CORPORATION

text: Union Bankshares Corporation

text: Beth Shivak

text: Bill Cimino

text: Atlantic Union Bank


text:
EX-99.1
7
f8k12b092719ex99-1_misonix.htm
PRESS RELEASE, DATED SEPTEMBER 27, 2019
Exhibit 99.1
MISONIX,
INC. COMPLETES ACQUISITION OF
REGENERATIVE
MEDICAL COMPANY SOLSYS MEDICAL
FARMINGDALE, N.Y., (September 27, 2019)
- Misonix, Inc. (Nasdaq: MSON) ("Misonix" or the "Company"), a provider of minimally invasive therapeutic
ultrasonic medical devices that enhance clinical outcomes, announced today that it completed its previously announced acquisition
of privately held Solsys Medical, LLC ("Solsys"), in an all-stock transaction valued at approximately $109 million
on the date prior to closing.
Solsys and its leading cellular and tissue-based
wound treatment, TheraSkin, is highly complementary to Misonix's cutting-edge ultrasonic wound debridement solution, SonicOne,
providing Misonix with a large direct advanced wound care channel-to-market that will enable the Company to expand SonicOne sales,
and together with Theraskin, establish a new standard of care in the growing chronic wound care market.
Stavros Vizirgianakis, President and Chief
Executive Officer of Misonix, stated, "Over the last two years, we have actively managed our business to best position Misonix
for the future with the goal of delivering world-class solutions clinically proven to improve patient outcomes, while creating
new value for our healthcare partners and shareholders. The addition of Solsys to our product portfolio addresses these strategic
objectives as it further advances our revenue and competitive position by substantially broadening Misonix's addressable
market through wound care solutions that are complementary to our existing products. In addition, we expect that the combination
of the added 80 wound-centric professionals from Solsys, along with our 55 professionals focused exclusively on the surgical market,
will enable us to drive increased sales productivity and market penetration of the combined company's products in operating
rooms and hospital outpatient facilities.
"Financially, the Solsys transaction
adds another rapidly growing revenue stream to our platform, as it generated $24 million of revenues in calendar year 2018 and
is expected to generate top-line growth in in excess of 25% in calendar year 2019. As such, for the combined company, we are projecting
product revenue growth in excess of 20% and gross profit margins of approximately 70% for full year fiscal 2020.
"We look forward to working together
with Solsys' experienced management team and employees to serve our existing and new customers and maintain the positive
operating momentum across our business while remaining focused on prudently managing our capital resources as we pursue our goals
for sustainable long-term revenue growth and profitability".
Under the terms of the agreement, Misonix
acquired Solsys for a total consideration valued at approximately $109 million, consisting of the issuance of approximately 5.7
million new shares to former Solsys unitholders. Misonix shareholders now own approximately 64% of the combined entity, and former
Solsys unitholders own approximately 36%. Misonix has assumed Solsys' outstanding secured debt of approximately $24 million.
Forward Looking Statements
This communication contains forward-looking
statements, which address a variety of subjects including expected future results of operations and growth. Statements that are
not historical facts, including statements about our beliefs, plans and expectations, are forward-looking statements. Such statements
are based on our current expectations and are subject to a number of factors and uncertainties, which could cause actual results
to differ materially from those described in the forward-looking statements. Important factors and uncertainties that could cause
actual results to differ materially from those described in these forward-looking statements include, but are not limited to, the
risk that expected benefits, synergies and growth prospects from the acquisition of Solsys may not be achieved in a timely manner,
or at all, and the risk that Solsys' business may not be successfully integrated with Misonix. For additional information
about factors that could cause actual results to differ materially from those described in the forward-looking statements, please
refer to Misonix's filings with the SEC, including the risk factors contained in Misonix's most recent Quarterly Reports
on Form 10-Q and Annual Report on Form 10-K. Forward-looking statements represent management's current expectations and are
inherently uncertain. Except as required by law, we do not undertake any obligation to update forward-looking statements made by
us to reflect subsequent events or circumstances.
About Misonix, Inc.
Misonix, Inc. (Nasdaq: MSON) designs, manufactures
and markets ultrasonic medical devices for the precise removal of hard and soft tissue, including bone removal, wound debridement
and ultrasonic aspiration. Misonix is focused on leveraging its proprietary ultrasonic technology to become the standard of care
in operating rooms and clinics around the world. Misonix's proprietary ultrasonic medical devices are used in a growing number
of medical procedures, including spine surgery, neurosurgery, orthopedic surgery, cosmetic surgery, laparoscopic surgery, and other
surgical and medical applications. At Misonix, Better Matters to us. That is why throughout the Company's history, Misonix
has maintained its commitment to medical technology innovation and the development of ultrasonic surgical products that radically
improve patient outcomes. Additional information is available on the Company's web site at www.misonix.com.
Contact:
Joe Dwyer
Norberto Aja, Jennifer Neuman
Chief Financial Officer
JCIR
Misonix, Inc.
212-835-8500 or
mson@jcir.com
631-694-9555

text:
MISONIX,
INC.

text: SOLSYS MEDICAL

text: Misonix, Inc.

text: Solsys Medical, LLC

text: Stavros Vizirgianakis

text: Misonix, Inc.

text: Misonix, Inc.

text: Jennifer Neuman

text: Misonix, Inc.


text:
EX-99.1
2
tv530497_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
P R E S S R E L E A S E
Splunk
Closes Acquisition of Cloud Monitoring Leader SignalFx
Splunk
and SignalFx Combine Forces to Usher In New Era of APM; Joint Offering Helps Customers Monitor and Observe Data at Any Stage of
their Cloud Journey
SAN FRANCISCO -
October 2, 2019 -
Splunk Inc. (NASDAQ: SPLK), provider of the Data-to-Everything Platform, today announced that it has
completed the acquisition of SignalFx, a SaaS leader in real-time monitoring and metrics for cloud infrastructure, microservices
and applications. Splunk is already a leader in ITOM and an AIOps pioneer and, with the addition of SignalFx, is now a leader
in observability and APM for organizations at every stage of their cloud journey, from cloud-native apps to homegrown on-premises
applications. For more information, visit the SignalFx website for a free trial of SignalFx.
The aggregate purchase
price for the transaction was approximately $1.05 billion, excluding adjustments, paid approximately 60% in cash and 40% in Splunk
common stock.
"We live in a cloud-first
world, where developers must have the ability to monitor and observe cloud-native infrastructure and applications in real-time,
whether via logs, metrics or tracing. The power of Splunk and SignalFx allows our customers to monitor any relevant data at massive
scale", said Doug Merritt, President and CEO, Splunk. "I'm thrilled to welcome SignalFx to the Splunk team, and
can't wait to show our customers how our data platform can help them turn data into doing".
"Atlassian uses
SignalFx's technology for cloud monitoring", said Stephen Deasy, Atlassian's Head of Engineering. "SignalFx
helps us improve customer experience and keeps our business humming by monitoring our cloud infrastructure, microservices and applications".
With Splunk, the combined
technologies will give customers one platform that can monitor the entire enterprise application lifecycle. The predictability
and versatility of Splunk's Data-to-Everything pricing programs will also provide SignalFx's customers with exceptional value
and best-in-class, next generation solutions when compared to legacy APM solutions.
SignalFx's cloud-delivered
solutions have a highly differentiated set of features including real-time streaming analytics, such as the NoSample™ architecture
for distributed tracing. The combination of Splunk and SignalFx will give IT departments a data platform that allows them to monitor
and observe data in real-time, no matter the infrastructure or scale - in order to cut costs, boost revenue and improve the customer
experience.
For more information
about Splunk and SignalFx, visit the Splunk website.
Safe Harbor Statement
This press release contains
forward-looking statements that involve risks and uncertainties, including statements regarding the expected benefits of the acquisition
of SignalFx, the impact of the acquisition on Splunk's products and services, the capabilities of SignalFx's products
and services and the expected benefits of the combined offerings as well as expectations regarding our products and pricing. There
are a significant number of factors that could cause actual results to differ materially from statements made in this press release,
including: difficulties encountered in integrating the business, technologies, personnel and operations; costs related to the acquisition
and integration; market acceptance of the acquisition and resulting products and services; Splunk's inability to realize
value from its significant investments in its business, including product and service innovations; market acceptance of our new
pricing models; and general market, political, economic and business conditions.
Additional information on potential factors that could affect
Splunk's financial results is included in the company's Quarterly Report on Form 10-Q for the quarter ended July 31,
2019, which is on file with the U.S. Securities and Exchange Commission a
nd Splunk's
other filings with the SEC
. Splunk does not assume any obligation to update the forward-looking statements provided to reflect
events that occur or circumstances that exist after the date on which they were made.
About Splunk Inc.
Splunk Inc. (NASDAQ: SPLK)
turns
data into doing with the Data-to-Everything Platform. Splunk technology is designed to investigate, monitor, analyze and act on
data at any scale.
Splunk, Splunk> and Turn Data Into Doing are trademarks
and registered trademarks of Splunk Inc. in the United States and other countries. All other brand names, product names, or trademarks
belong to their respective owners. © 2019 Splunk Inc. All rights reserved.
For more information, please contact:
Media Contact
Bill Bode
Splunk Inc.
press@splunk.com
Investor Contact
Ken Tinsley
Splunk Inc.
IR@splunk.com

text: Splunk

text: SignalFx

text: Splunk

text: SignalFx

text: Splunk Inc.

text: SignalFx

text: Splunk

text: SignalFx

text: SignalFx

text: SignalFx

text: Splunk

text: Splunk

text: SignalFx

text: Doug Merritt

text: Splunk

text: SignalFx

text: Splunk

text: SignalFx

text: SignalFx

text: Splunk

text: Splunk

text: SignalFx

text: SignalFx

text: Splunk

text: SignalFx

text: Splunk

text: SignalFx

text: Splunk

text: SignalFx

text: Splunk

text: SignalFx

text: Splunk

text: Splunk

text: Splunk

text: Splunk

text: Splunk Inc.

text: Splunk Inc.

text: Splunk

text: Splunk

text: Splunk

text: Splunk Inc.

text: Splunk Inc.

text: Splunk Inc.

text: Splunk Inc.


text:
EX-99.3
4
tex99_3.txt
EXHIBIT 99.3
Exhibit 99.3
ASSIGNMENT OF SALE, PURCHASE AND ESCROW AGREEMENT
This Assignment of Sale, Purchase and Escrow Agreement (this
"Assignment") is made to be effective as of February 22, 2006, by HARVARD
PROPERTY TRUST, LLC, a Delaware limited liability company ("Assignor"), and
BEHRINGER HARVARD OPPORTUNITY OP I, LP, a Texas limited partnership
("Assignee").
BACKGROUND
A. Assignor, as Purchaser, has entered into that certain Sale,
Purchase and Escrow Agreement dated as of February 21, 2006 (the "Agreement"),
with Metropolitan Life Insurance Company, a New York corporation as Seller, with
respect to an office building having a street address of 12600 Whitewater Drive,
Minnetonka, Minnesota, as more particularly described in the Agreement.
B. Assignor desires to assign all of its interest in the Agreement
to Assignee and Assignee desires to accept the assignment.
AGREEMENT
For good and valuable consideration, receipt of which is acknowledged,
Assignor assigns to Assignee all of Assignor's interest in the Agreement.
Assignee accepts the assignment and assumes and shall perform all of Assignor's
duties as Purchaser under the Agreement.
[This space intentionally left blank]
EXECUTED to be effective as of the day and year first above written.
ASSIGNOR:
HARVARD PROPERTY TRUST, LLC,
a Delaware limited liability company
By:_________________________________
Gerald J. Reihsen, III
Executive Vice President
ASSIGNEE:
BEHRINGER HARVARD OPERATING
OP I LP, a Texas limited partnership
By: Behringer Harvard Opportunity
REIT I, Inc., a Maryland corporation,
its General Partner
By:_________________________________
Gerald J. Reihsen, III
Executive Vice President

text:
HARVARD
PROPERTY TRUST, LLC

text: BEHRINGER HARVARD OPPORTUNITY OP I, LP

text: HARVARD PROPERTY TRUST, LLC


text:
EX-99.1
3
dex991.htm
EXHIBIT 99.1
EXHIBIT 99.1
Exhibit 99.1
PRESS RELEASE
For Immediate Release
Contact: Sean Dell'Orto (703) 336-4921
HIGHLAND HOSPITALITY
CORPORATION ANNOUNCES ACQUISITION
OF CANCUN HOTEL AND PLANNED CONVERSION TO BARCELO BRAND
MCLEAN, VA, April 18, 2005 - Highland Hospitality Corporation
(NYSE:HIH), a lodging real estate investment trust, or REIT, announced today that it has acquired the 332-room Tucancun Beach Resort & Villas located in Cancun, Mexico, for approximately $31.0 million, plus customary closing adjustments, or
approximately $93,400 per room. The Company purchased the hotel from a private seller based in Mexico. Barceló Hotels & Resorts, a global lodging company based in Spain, will manage the beachfront property as an all-inclusive resort under
the Barceló brand name.
James L. Francis,
Highland's President and CEO, stated, "We are extremely excited about our acquisition of the Tucancun Beach Resort & Villas and the opportunity to strengthen our relationship with our global partner, Barceló Hotels &
Resorts. This acquisition is our first in Mexico and is representative of our strategy to invest a portion of our capital in all-inclusive beachfront resorts outside of the United States. We believe that attractive pricing of this asset, along with
Barceló's ability to efficiently market and operate the resort, will help to generate significant current returns and create value over time for our shareholders".
The Tucancun Beach Resort & Villas is centrally located within the Hotel Zone on Cancun Island, approximately twenty
minutes from Cancun International Airport and downtown Cancun. The resort is also closely situated near two of Cancun's premier shopping malls, which offer several luxury retail boutiques and upscale restaurants and bars. The resort complex
consists of four multiple-story towers and villas situated on over 4.5 acres of fee-owned land, including approximately 600 feet of direct beachfront.
Approximately two-thirds of the 332 rooms have private terraces and ocean views and all guestrooms are finished with stone floors and bathrooms. On-site
amenities include three pools (including a lounge pool), four restaurants, three lounges, on-site car rental and travel agencies, concierge services, aqua sports & dive services, fitness room, tennis court, business center and a 3,000
square-foot ballroom.
About the Companies:
Highland Hospitality Corporation is a self-advised lodging real estate
investment trust, or REIT, focused on hotel investments primarily in the United States. With the acquisition of the Tucancun Beach Resort & Villas, the Company now owns 19 hotel properties with an aggregate of 5,475 rooms in ten states and
Mexico. Additional information can be found on the Company's website at www.highlandhospitality.com.
Barceló Hotels & Resorts is a subsidiary of Barceló Corporación Empresarial, a privately-owned hotel ownership and management
company based in Palma de Mallorca, Spain. Barceló Hotels & Resorts operates 130 hotels and resorts in 14 countries across four continents, including 36 properties in the United States through its wholly-owned subsidiary, Barceló
Crestline Corporation. Additional information about Barceló Hotels & Resorts can be found on its website at www.barcelo.com.
Certain statements and assumptions in this press release contain or are based upon "forward-looking" information and are being made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties. When we use the words "will likely result", may", "anticipate,"
"estimate", "should", "expect", "believe", "intend", or similar expressions, we intend to identify forward-looking statements. Such forward-looking statements include, but are not limited to, the
impact of the transaction on our business and future financial condition, our business and investment strategy, our understanding of our competition and current market trends and opportunities and projected capital expenditures. Such statements are
subject to numerous assumptions and uncertainties, many of which are outside Highland Hospitality Corporation's control. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements
that may be made to reflect any future events or circumstances.

text:
HIGHLAND HOSPITALITY
CORPORATION

text: Highland Hospitality Corporation

text: Highland Hospitality Corporation

text: Highland Hospitality Corporation


text:
EX-99.1
2
v048128_ex99-1.htm
Contact:
Michael
Goodwin
LivePerson,
Inc.
212-609-4282
LivePerson
Completes Acquisition of Proficient Systems
NEW
YORK,
NY - July 19, 2006 - LivePerson, Inc. (Nasdaq: LPSN), a provider of online
conversion solutions, today announced the completion of its acquisition of
Atlanta-based Proficient Systems, Inc., a provider of hosted proactive chat
solutions that help companies generate revenue on their web sites.
Under
the
terms of the agreement, LivePerson has acquired all of the outstanding capital
stock of Proficient in exchange for 2 million shares of LivePerson common stock
paid at closing, and up to an additional 2.05 million shares based on the
achievement of certain revenue targets during the nine months following the
closing of the transaction.
Upon
closing, LivePerson issued shares of its common stock to Proficient's
shareholders in a private placement. Such shares will be registered for
resale on a Registration Statement on Form S-3.
LivePerson
expects the following financial impact to result from this transaction, which
is
unchanged from the guidance disclosed previously:
·
An
increase in monthly revenue of approximately $215,000.
·
A
decrease in EBITDA (earnings before interest, taxes, depreciation
and
amortization) of $0.01 per share in the third quarter of 2006 and
no
decrease in EBITDA in the fourth quarter of 2006.
·
A
decrease in EPS due primarily to deal-related amortization of $0.01-$0.02
in both the third and fourth quarters of 2006.
·
A
favorable impact on both EBITDA per share and EPS beginning in 2007.
This
release is neither an offer to sell nor a solicitation of offers to purchase
common stock of LivePerson. The shares of common stock issued by LivePerson
in
connection with this transaction will not be registered under the Securities
Act
of 1933 and may not be offered or sold in the United States absent registration
or an applicable exemption from the registration requirements.
About
LivePerson
LivePerson
is a provider of online conversion solutions. Our hosted software enables
companies to identify and proactively engage online visitors-increasing sales,
satisfaction and loyalty while reducing service costs. Combining web-interaction
technology (chat, email and a self-service knowledgebase) with a deep
understanding of consumer behavior and industry best practices, LivePerson's
Timpani™ platform engages the right customer, at the right time, with the right
communications channel. This Engagement Marketing platform creates more
relevant, compelling and personalized experiences-converting traffic into
revenues, and facilitating real-time sales and customer service. More than
4,000
companies including EarthLink, Hewlett-Packard, Microsoft, Qwest and Verizon
rely on LivePerson to help maximize the return on their marketing and e-commerce
investments. LivePerson is headquartered in New York City.
About
Proficient Systems
Headquartered
in Atlanta, Proficient Systems, Inc. is helping industry-leading companies
better monetize their Web presence by converting visitors into buyers. The
Proficient solution utilizes sophisticated data mining algorithms to track
and
analyze the behavior of Web site visitors in real time, and then intelligently
approaches visitors with the appropriate sales or service professional based
on
the company's specific business objectives. Proficient's real-time data mining
engine determines the most valuable customers and engages them with chat and
collaboration technologies, allowing companies like Carmax, E-LOAN, E*Trade,
Huntington National Bank, and Oracle to experience increased revenue, improved
productivity, and enhanced customer satisfaction.
Safe
Harbor Provision
Statements
in this press release regarding LivePerson that are not historical facts are
forward-looking statements and are subject to risks and uncertainties that
could
cause actual future events or results to differ materially from such statements.
Any such forward-looking statements are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. It is
routine for our internal projections and expectations to change as the quarter
progresses, and therefore it should be clearly understood that the internal
projections and beliefs upon which we base our expectations may change prior
to
the end of the quarter. Although these expectations may change, we are under
no
obligation to inform you if they do. Our company policy is generally to provide
our expectations only once per quarter, and not to update that information
until
the next quarter. Actual events or results may differ materially from those
contained in the projections or forward-looking statements. Some of the factors
that could cause actual results to differ materially from the forward-looking
statements contained herein include, without limitation: the risk that the
proposed merger may not be approved by the stockholders of Proficient Systems;
the risk that other closing conditions of the merger may not be satisfied;
the
risk that the two companies' businesses will not be integrated successfully; and
the costs related to the proposed merger. In addition, other factors relating
solely to LivePerson's business could cause actual events or results to differ
materially from the forward-looking statements contained herein including,
without limitation: our history of losses; potential fluctuations in our
quarterly and annual results; responding to rapid technological change and
changing client preferences; competition in the real-time sales, marketing
and
customer service solutions market; continued use by our clients of the
LivePerson services and their purchase of additional services; technology
systems beyond our control and technology-related defects that could disrupt
the
LivePerson services; risks related to adverse business conditions experienced
by
our clients; our dependence on key employees; competition for qualified
personnel; the impact of new accounting rules, including the requirement to
expense stock options; the possible unavailability of financing as and if
needed; risks related to the operational integration of acquisitions; risks
related to our international operations, particularly our operations in Israel,
and the current civil and political unrest in that region; risks related to
protecting our intellectual property rights or potential infringement of the
intellectual property rights of third parties; our dependence on the continued
use of the Internet as a medium for commerce and the viability of the
infrastructure of the Internet; and risks related to the regulation or possible
misappropriation of personal information. This list is intended to identify
only
certain of the principal factors that could cause actual results to differ
from
those discussed in the forward-looking statements. Readers are referred to
the
reports and documents filed from time to time by us with the Securities and
Exchange Commission for a discussion of these and other important risk factors
that could cause actual results to differ from those discussed in
forward-looking statements.

text: LivePerson

text: LivePerson

text: Proficient Systems

text: LivePerson

text: Proficient Systems, Inc.

text: LivePerson

text: LivePerson

text: LivePerson

text: LivePerson

text: LivePerson

text: LivePerson

text: LivePerson

text: LivePerson

text: LivePerson

text: LivePerson

text: LivePerson

text: Proficient Systems

text: Proficient Systems, Inc.

text: LivePerson

text: Proficient Systems

text: LivePerson

text: LivePerson

text: LivePerson


text:
EX-99.1
2
ex_166843.htm
PRESS RELEASE OF BEL FUSE INC. DATED DECEMBER 3, 2019
ex_164797.htm
Exhibit 99.1
'
Bel Fuse Inc.
206 Van Vorst Street
Jersey City, NJ 07302
www.belfuse.com
tel 201.432.0463
fax 201.432.9542
8
Investor Contact:
Peter Seltzberg, Managing Director
Darrow Associates
tel 516.419.9915
pseltzberg@darrowir.com
Company Contact:
Daniel Bernstein
President
ir@belf.com
Bel Closes on Acquisition of CUI Inc. Power Assets
JERSEY CITY, NJ
,
December 3, 2019
-
Bel Fuse Inc
. ("Bel", or, "the Company") (Nasdaq:BELFA and Nasdaq:BELFB), a leading supplier of products that power, protect and connect electronic circuits, today announced that the Company has closed on its previously-announced asset purchase agreement (the "Agreement") with CUI Global Inc. (Nasdaq:CUI) related to the purchase of the majority of the power business of CUI Inc.
The acquired business had trailing twelve-month sales of approximately $37 million and is expected to be accretive to Bel's consolidated net earnings by the second quarter of 2020. Gross margins (unaudited) are higher than Bel's historical range, and the combination is expected to yield annual cost synergies of approximately $500,000. Bel will continue to operate the business from CUI Inc.'s leased ISO 9001:2015-certified facility in Tualatin, Oregon.
Transaction Benefits
The well-known CUI Inc. power brand will join Bel Power Solutions as leading power supply and conditioning brands in the Bel Power portfolio. We believe that the combination of Bel and the CUI Inc. power business will:
●
Increase Bel's presence in the distribution channel, making us the top supplier for power products at one of the major electronic catalog distributors
●
Unite complementary capabilities, sales channels and customer relationships
●
Broaden our Power Product Portfolio giving us a full range of products to support all our customer power needs
●
Enhance our gross margin profile and make a positive contribution to our net earnings
●
Provide alternative business models and strategies to analyze and potentially implement on a broader scale
●
Produce cost synergies, $500,000 of which have been identified to date
The Company paid $32 million in cash for the CUI Inc. power business acquired under the terms of the Agreement.
About Bel
Bel (
www.belfuse.com
) designs, manufactures and markets a broad array of products that power, protect and connect electronic circuits. These products are primarily used in the networking, telecommunications, computing, military, aerospace, transportation and broadcasting industries. Bel's product groups include Magnetic Solutions (integrated connector modules, power transformers, power inductors and discrete components), Power Solutions and Protection (front-end, board-mount and industrial power products, module products and circuit protection), and Connectivity Solutions (expanded beam fiber optic, copper-based, RF and RJ connectors and cable assemblies). The Company operates facilities around the world.
Forward-Looking Statements
Non-historical information contained in this press release (including the statements regarding the anticipated impact of the CUI Inc. power business acquisition on Bel's growth and profitability and on Bel's competitive position, the expected accretive nature of the acquisition, the expected effects of the acquisition on distribution channels, sales channels and customer relationships, the expected impact on Bel's gross margin and consolidated net earnings from the CUI Inc. power business and anticipated synergies of the combined businesses
)
are forward-looking statements (as described under the Private Securities Litigation Reform Act of 1995) that involve risks and uncertainties. Actual results could differ materially from Bel's projections. Among the factors that could cause actual results to differ materially from such statements are: the market concerns facing our customers; the continuing viability of sectors that rely on our products; the effects of business and economic conditions; difficulties associated with integrating recently acquired companies and businesses, including the CUI Inc. power business; capacity and supply constraints or difficulties; product development, commercialization or technological difficulties; the regulatory and trade environment; risks associated with foreign currencies; uncertainties associated with legal proceedings; the market's acceptance of the Company's new products and competitive responses to those new products; our ongoing evaluation of the consequences of the U.S. Tax Cuts and Jobs Act; the impact of changes to U.S. trade and tariff policies; and the risk factors detailed from time to time in the Company's SEC reports. In light of the risks and uncertainties impacting our business, there can be no assurance that any forward-looking statement will in fact prove to be correct. We undertake no obligation to update or revise any forward-looking statements.
* * * * *

text: Peter Seltzberg

text: Daniel Bernstein

text: Bel

text: CUI Inc.

text:
Bel Fuse Inc
.

text: Bel

text: CUI Global Inc.

text: CUI Inc.

text: Bel

text: Bel

text: Bel

text: CUI Inc.

text: CUI Inc.

text: Bel

text: Bel

text: Bel

text: CUI Inc.

text: Bel

text: CUI Inc.

text: Bel

text: Bel

text: Bel

text: CUI Inc.

text: Bel

text: Bel

text: Bel

text: CUI Inc.

text: Bel

text: CUI Inc.


text:
EX-99.2
5
exhibit992.htm
COMPX PRESS RELEASE DATED 12/28/2012
exhibit992.htm
Exhibit 99.2
COMPX ANNOUNCES THE COMPLETION OF THE SALE OF ITS
FURNITURE COMPONENTS OPERATIONS
DALLAS, TEXAS... December 28, 2012... CompX International Inc. (NYSE MKT: CIX) announced today that on December 28, 2012 it completed the sale of its Furniture Components operations, conducted at its facilities in Kitchener, Ontario, Canada and Taipei, Taiwan, to Knape & Vogt Manufacturing Company for approximately $59 million in cash. Out of consolidated sales of $110.2 million for CompX for the nine month period ended September 30, 2012, Furniture Components represented $46.4 million in sales.
CompX is a leading manufacturer of security products and performance marine components.
* * * * *

text: COMPX

text: COMPX

text: CompX International Inc.

text: Knape & Vogt Manufacturing Company

text: CompX

text: CompX


text:
EX-99.1
6
ex99_1.htm
EXHIBIT 99.1
ex99_1.htm
Tandy
Leather Factory, Inc.
3847
E Loop 820 South - PO Box 50429 - Fort Worth,
TX 76105-0429
Phone:
817-496-4414 - Fax: 817-469-9806 - Toll Free 800-433-3201
Tandy
Leather Factory, Inc. is an American Stock Exchange Company
"TLF"
FOR
IMMEDIATE RELEASE
August
6, 2007
Tandy Leather Factory Purchases Building
for New Corporate Headquarters
FORT
WORTH, TEXAS - Tandy Leather Factory, Inc. (AMEX: TLF) announced today that it
has purchased a 195,000 square foot facility from Standard Motor Products,
Inc.
(NYSE: SMP) for its new corporate headquarters and central
warehouse. The building is located on approximately 30 acres at 1900
SE Loop 820 in Fort Worth, Texas. The purchase price was $4.5
million. The company has entered into a credit agreement with
JPMorgan Chase Bank, N.A. for $5.5 million to finance the purchase of the
property and anticipated improvements.
Chief
Executive Officer and President, Ron Morgan, commented, "We believe this
purchase is a big step forward in managing our central operations more
efficiently. Having all of our support units (warehouse, factory,
advertising, accounting, etc.) in one building, rather than divided up between
four as we do now in our current facility, makes a lot of sense as we continue
to expand our store chain. We expect to be in the new facility by the
end of the first quarter of 2008".
Shannon
Greene, Chief Financial Officer, commented, "There is no more available space in
our current facility. This new facility is about 50% larger than our
current space, which is more than we need today, but as we continue to open
stores, our warehouse shipping and receiving departments, in particular, are
going to need it. While moving is always stressful, the efficiencies
we will gain by being in one building will pay off in the long
run. We expect we'll spend approximately $2 million on remodel and
improvements which will bring the total cost of the facility to $34 per square
foot. We entertained the idea of building a facility but the $90 per
square foot price tag was a deterrent".
Tandy
Leather Factory, Inc.,
(http://www.tandyleatherfactory.com
),
headquartered in Fort Worth, Texas, is a specialty retailer and wholesale
distributor of a broad product line including leather, leatherworking tools,
buckles and adornments for belts, leather dyes and finishes, saddle and tack
hardware, and do-it-yourself kits. The Company distributes its products through
its 29 Leather Factory stores, located in 19 states and 3 Canadian provinces,
70
Tandy Leather retail stores, located in 33 states and 5 Canadian provinces,
and
Mid-Continent Leather Sales, one store located in Oklahoma. Its
common stock trades on the American Stock Exchange with the symbol
"TLF".
Contact:
Ron
Morgan, Tandy Leather Factory, Inc.
(817)
496-4414
Shannon
L Greene, Tandy Leather Factory, Inc.
sgreene@tandyleather.com
This
news
release may contain forward-looking statements. All forward-looking
statements made here or in other news releases issued by Tandy Leather Factory,
Inc. (TLF) are based on current expectations as of the date of the
release. These forward-looking statements involve risks and
uncertainties that could cause the results of Tandy Leather Factory, Inc. to
differ materially from management's current expectations. Many of
these risks and uncertainties are detailed from time to time in TLF's reports
filed with the Securities and Exchange Commission, including its most recent
annual report on Form 10-K and the most recent quarterly report on Form
10-Q. In addition, investors should be aware that there are business
risks associated with opening a new chain of retail stores. These
risks include the possibility that stores will not be economically successful
or
that economic conditions will impede their profitability.
Importers,
Exporters, Manufacturers, Distributors, Retailers of Leathers, Leathercraft
Supplies, Hardware, Findings and Finishes

text:
Tandy
Leather Factory, Inc.

text:
Tandy
Leather Factory, Inc.

text: Tandy Leather Factory

text: Tandy Leather Factory, Inc.

text:
Standard Motor Products,
Inc.

text:
Shannon
Greene

text:
Tandy
Leather Factory, Inc.

text: Tandy Leather Factory, Inc.

text: Tandy Leather Factory, Inc.

text:
Tandy Leather Factory,
Inc.

text: Tandy Leather Factory, Inc.


text:
EX-99.1
127
v090023_ex99-1.htm
Unassociated Document
Dalian
RINO Environmental Engineering Science and Technology Co., Ltd. completes merger
with Jade Mountain Corporation.
Jade
Mountain Corporation completes $25 million private placement
Dalian,
PRC October 12, 2007 - PR Newswire -
OTCBB:JDMC.
On
October 5, 2007, Jade
Mountain Corporation, a Nevada corporation (the "Company"), acquired all of the
issued and outstanding capital stock (the "Innomind Shares") of Innomind Group
Limited, a British Virgin Islands corporation ("Innomind") through a share
exchange (the "Share Exchange").
Innomind,
through its direct and indirect subsidiaries, including Dalian RINO
Environmental Engineering Science and Technology Co., Ltd., a PRC company
("RINO"), designs, manufactures, installs and services proprietary and patented
wastewater treatment, exhaust emission desulphurization equipment, in addition
to high temperature anti-oxidation systems, which are utilized principally
by
iron and steel manufacturers in the People's Republic of China ("PRC"). RINO's
products are designed to reduce either industrial pollution and/or energy
utilization.
Simultaneously
with the Share Exchange on October 5, 2007, the Company completed a private
placement with institutional and accredited investors which resulted in gross
proceeds to the Company of approximately $24.4 million through the issuance
of
approximately 5.46 million shares of common stock. As part of the private
placement, management entered into a "make good agreement" and is required to
place 5.58 million of their shares into an escrow to secure its obligations
to
meet specific net income targets. In the event the Company does not achieve
$16
million in after tax net income ("ATNI") for 2007 and $28 million in ATNI for
2008, 1.674 million and 3.906 million shares respectively will be transferred
on
an all or none basis to the investors in the private placement on a pro-rata
basis.
China
is
the world's largest producer and consumer of steel products and its steel
industry is comprised of approximately 1100 companies. For 2007, it has been
estimated that the PRC will manufacture approximately 450 million tons of crude
steel.
RINO's
proprietary and patented wastewater treatment equipment, called the "Lamella
Inclined Tube Settler" wastewater disposal system, is a market leader in China's
iron and steel industry. The Lamella Inclined Tube Settler system provides
comprehensive treatment of wastewater resulting from the harsh manufacturing
processes, and is a closed-loop system which significantly reduces the amount
of
water consumed during the manufacturing process.
In
addition, RINO introduced the Circulating Fluidized Bed Method Desulphurization
System for eliminating sulphur dioxide emissions specifically in the sintering
process of iron and steel operations. RINO's third product is an anti-oxidation
system which significantly reduces the scrap produced in steel plate production.
A proprietary coating is applied to hot flat rolled steel as part of the process
will be sold to customers on an ongoing basis, creating a recurring revenue
base. The Lamella system is patented, and patent applications are pending on
the
anti-oxidation system. Both the desulphurization and anti-oxidation products
were developed as a result of RINO's cooperative efforts with the Chinese
Academy of Science.
"We
are
pleased to have completed this financing" stated Mr. Dejun Zou (David), CEO and
Chairman of RINO. "The proceeds are expected to be utilized for working capital
and to expand our production capacity to meet the growing market demand. This
will include implementing new operating systems, equipment and technology to
improve both our operating efficiency and profitability. In addition, we intend
to expand and strengthen our distribution and sales network in China, while
continuing to focus on new product development efforts".
For
the
first six months of 2007, ended June 30, 2007, RINO recorded revenues of $28.7
million and net income of $7.3 million, compared to revenue of $4.1 million
and
net income $1.3 million in the respective year ago period.
About
RINO
RINO
is a
leading provider of environmental protection equipment for the iron and steel
industry in China. Specifically, RINO designs,
manufactures, installs and services proprietary and patented wastewater
treatment, exhaust emission desulphurization equipment, and high temperature
anti-oxidation systems, which are all designed to reduce either industrial
pollution and/or energy utilization
RINO's
manufacturing facility maintains the ISO 9001 Quality Management System and
ISO
14001 Environment Management System certifications, in addition to receiving
numerous government and industry awards.
Cautionary
Statement Regarding Forward Looking Information
This
press release may contain forward-looking information about the Company,
Innomind and RINO.
Forward-looking
statements are statements that are not historical facts. These statements can
be
identified by the use of forward-looking terminology such as "believe,"
"expect", "may", "will", "should", "project", "plan", "seek", "intend", or
"anticipate" or the negative thereof or comparable terminology, and statements
which may include discussions of strategy, and statements about industry trends
future performance, operations and products of each of the entities referred
to
above. Actual performance results may vary significantly from expectations
and
projections as a result of various factors, including without limitation and
the
risks set forth "Risk Factors" contained in the Company's Current Report on Form
8-K filed on October 12, 2007.
The
shares of common stock issued in connection with the transactions have not
been
registered under the Securities Act of 1933, as amended, and may not be offered
or sold in the United States absent registration under the Securities Act and
applicable state securities laws or an applicable exemption from those
registration requirements. The Company has agreed to file a registration
statement covering the resale of the shares of common stock issued in the
private placement and certain other shares, within 45 days of
closing
.
This
press release does not constitute an offer to sell or the solicitation of an
offer to buy any of the securities referenced herein in any jurisdiction to
any
person.
Contacts:
For
the Company: Bruce Richardson
Investors:
HC International, Inc.
Phone:
(86) 138 1818 7749
Phone:
(858) 704-5058
E-Mail:
bruce.richardson@rinogroup.com
E-Mail:
info@hcinternational.net

text: Jade Mountain Corporation

text:
Jade
Mountain Corporation

text:
Jade
Mountain Corporation

text:
Innomind Group
Limited

text: Dejun Zou


text:
EX-99
3
exh_991.htm
EXHIBI 99.1
Unassociated Document
EXHIBIT 99.1
3D Systems Acquires Provel,
Italy's Leading Prototyper
- Company continues to expand its 3Dproparts™ service in Europe -
ROCK HILL, South Carolina - October 12, 2010
- 3D Systems Corporation (NASDAQ: TDSC), announced today that it has acquired Provel, S.r.l., an Italian provider of rapid prototyping, tooling and manufacturing services, as part of the company's continued expansion of its
3Dproparts
™ service in Europe.
Based in Turin, Italy, Provel delivers a comprehensive portfolio of premier rapid prototyping, tooling and manufacturing services to all leading Italian automotive and durable goods manufacturers specializing in
Stereolithography
,
Selective Laser Sintering
, Rapid Tooling and
Urethane casting
.
"We are very pleased to add an Italian prototyper with Provel's renowned reputation to our rapidly growing 3Dproparts™ operations", said Abe Reichental, president and chief executive officer of 3D Systems. "With Provel, under the capable leadership of Giorgio Buson, and CEP as our European anchors, we intend to continue our European expansion for the benefit of our growing customer base".
The company acquired all of Provel's outstanding shares primarily in a cash transaction with a portion paid in shares. The cash portion of the purchase price was paid from the company's cash and excluded a deferred payment due on the first anniversary. The former owners of Provel are also eligible to receive a onetime earn-out payment subject to achieving a certain agreed upon EBITDA target. The company expects the Provel acquisition to be accretive to its earnings.
Detailed information about this transaction can be found in the company's Form 8-K filed with the SEC this morning.
3D Systems
launched
3Dproparts
™, the world's fastest growing Rapid Prototyping and Manufacturing parts service, in October of 2009. Since then, the company has expanded its 3Dproparts™ service offerings domestically and internationally through organic growth and several strategic acquisitions, with Provel being the largest of the acquisitions. The addition of Provel is expected to significantly extend 3Dproparts™ full range of
design-to-manufacturing solutions
and geographical reach in Europe.
Forward-Looking Statements
Certain statements made in this release that are not statements of historical or current facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the company to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements that explicitly describe such risks and uncertainties, readers are urged to consider statements in the conditional or future tenses or that include terms such as "believes", "belief", "expects", "estimates", "intends", "anticipates" or "plans" to be uncertain and forward-looking. Forward-looking statements may include comments as to the company's beliefs and expectations as to future events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside the control of the company. The factors described under the headings "Forward-Looking Statements", "Cautionary Statements and Risk Factors", and "Risk Factors" in the company's periodic filings with the Securities and Exchange Commission, as well as other factors, could cause actual results to differ materially from those reflected or predicted in forward-looking statements.
About 3D Systems Corporation
3D Systems is a leading provider of 3D Printing, Rapid Prototyping and Manufacturing systems and parts solutions. Its expertly integrated solutions reduce the time and cost of designing products and facilitate direct and indirect manufacturing by creating actual parts directly from digital input. These solutions are used for design communication and prototyping as well as for production of functional end-use parts: our customers Create With Confidence
.
More information on the company is available at
www.3DSystems.com
, www.printin3D.com,
www.dpt-fast.com
,
www.toptobottomdental.com
,
www.3Dproparts.com
,
www.mqast.com
,
http://blog.3Dsystems.com
, or via email at
moreinfo@3Dsystems.com
.
About Provel, S.r.l.
Provel S.r.l. is an Italian,
leading group in
the production of Rapid Prototyping and Tooling, primarily for the automotive industry and also for other industrial and design fields. Provel's powerful rapid prototyping and tooling production capacity is the largest in Italy and one of the largest in Europe.
More information on the company is available at
http://www.provel.it/
.
CONTACT:
3D Systems Corporation
Investor Contact:
Stacey Witten
803-326-4010
WittenS@3dsystems.com
Media Contact:
Katharina Hayes
803-326-3941
HayesK@3dsystems.com

text: 3D Systems

text: Provel

text: 3D Systems Corporation

text: Provel, S.r.l.

text: Provel

text: Provel

text: Abe Reichental

text: 3D Systems

text: Provel

text: Provel

text: Provel

text: Provel

text: 3D Systems

text: Provel

text: Provel

text: 3D Systems Corporation

text: 3D Systems

text: Provel, S.r.l.

text: Provel

text: 3D Systems Corporation


text:
EX-99.6
7
v082941_ex99-6.htm
Unassociated Document
WLG
Acquires US Based World Commerce Services -- Adds Revenues of $80 million --
Strengthens Board of Directors
Chicago
-
(PR Newswire) - August 3, 2007
Wako
Logistics Group, Inc. ("WLG or the Group") (OTCBB:WKOL.OB), a global provider
of
integrated transport and logistics services, today announced that it has
completed the acquisition of all of the membership interests of World Commerce
Services, LLC ("WC"), an Illinois based logistics and freight forwarding
company.
In
each
of their fiscal years ended December 31, 2006, WC and WLG reported top line
revenues of $80.0 million and $100.0 million, respectively. Remo Picchietti
Jr.,
WC's CEO since January 2004, received, as consideration for all membership
interests of WC, shares of WLG common stock. Following the acquisition, Mr.
Picchietti will continue as CEO of WC. In addition, Mr. Picchietti will also
serve as the Executive Vice President of the Group. In these roles, he will
lead
the global business development of the Group and have responsibility for the
Group's operations in North America. Mr. Picchietti's responsibilities and time
will be divided between WLG's offices in Chicago and Hong Kong. During his 25
years of experience in global trade and logistics, he has held senior positions
in companies doing business both domestically and internationally.
Chris
Wood, CEO of WLG, commented: "Acquiring World Commerce adds an important
dimension to WLG, and will allow us to offer a broader range of services to
our
international customers from an expanded office network in the United States.
With this acquisition, WLG is positioned to expand its US-based business to
better serve the logistics needs of its growing portfolio of US
customers".
Remo
Picchietti added, "WLG's extensive office network in Asia, especially in China,
will add an impetus to the growth of WC's strong freight forwarding business.
WLG and WC were excellent candidates to join forces as we foresee many synergies
between WC's customers who primarily import goods from Asia and WLG's strong
presence through its network of offices in China. We expect that the addition
of
WC to WLG will not only have a positive and immediate impact on our bottom
line,
but will enhance our competitive position in the North American market by being
able to provide to our customers complete global logistics
services."
In
connection with this transaction, WLG strengthened its Board of Directors by
electing Remo Picchietti as a director. Mr. Dave Koontz, the Group's Chief
Financial Officer, was also elected to the Board of Directors.
About
World Commerce Services, LLC
WC,
which
commenced operations in 1976, was acquired by Mr. Picchietti in 2004. WC
provides a full range of NVOCC, customs brokerage, freight forwarding and
logistics services to a diverse and stable customer base through its operations
and sales offices in Atlanta, Chicago, Los Angeles, New York and San Francisco.
WC specializes in serving customers that ship products by air and sea in the
Asia-US trade lanes for import into the US.
About
Wako Logistics Group, Inc.
Wako
Logistics Group Inc. is a non-asset based third-party logistics and freight
transportation provider, offering a broad array of logistics and related
services through its world-wide subsidiaries and divisions. With more than
three
decades of experience in international transportation, WLG has established
itself as a leading provider of traditional freight forwarding and freight
management services to customers throughout the world. Additional information
is
available at www.wakogroup.com.
Forward-Looking
Statements
The
statements contained in this release that are not historical facts are
forward-looking statements (as such term is defined in the Private Securities
Litigation Act of 1995). These forward-looking statements involve risks and
uncertainties, including competitive factors and pricing and supply pressures;
the Company's dependence upon conditions in the air, ocean and land-based
freight forwarding industry; the size and resources of many of the Company's
competitors, all of which may impact the ability of the Group to successfully
deliver its primary services.. Additional information with respect to these
and
other factors that could materially affect the Company is included in the
Company's filings with the Securities and Exchange Commission, including its
most recent Form 10-Q filing.

text: WLG

text: World Commerce Services

text:
Wako
Logistics Group, Inc.

text: WLG

text:
World Commerce
Services, LLC

text: WC

text: WC

text: WLG

text: WC

text: WC

text: WLG

text: WC

text: WLG

text:
Chris
Wood

text: WLG

text: WLG

text: WLG

text: WLG

text: WC

text: WLG

text: WC

text: WC

text: WLG

text: WC

text: WLG

text: WLG

text: Dave Koontz

text: World Commerce Services, LLC

text: WC

text: WC

text: WC

text: Wako Logistics Group, Inc.

text: WLG


text:
EX-99.2
7
a06-18409_1ex99d2.htm
EX-99
Exhibit
99.2
For
Immediate Release
J
.L. HALSEY APPROVES $20 MILLION RIGHTS OFFERING
WILMINGTON, Del. (Aug.
21, 2006) - J.L. Halsey Corporation (OTCBB:JLHY) announced today that its Board
of Directors has approved the preparation and filing of a registration
statement with the Securities and Exchange Commission for a $20 million common
stock rights offering. The purpose of the rights offering is to raise capital to
repay a $10 million promissory note issued to fund the recent acquisition of ClickTracks
Analytics, a Santa Cruz, California-based provider of web analytics services,
and to provide Halsey with additional capital to support its future growth and
possible additional acquisitions. Each Halsey stockholder of record on the
record date for the rights offering will receive the right to purchase his or
her pro rata share of the new shares of Halsey common stock offered for $0.85
per share. In connection with the transaction, William Ty Comfort, the Company's
Chairman and 23.5% beneficial owner, has agreed to cause his affiliate, LDN
Stuyvie Partnership, to backstop $10 million of rights offered in the rights
offering. Under the terms of the backstop agreement, LDN Stuyvie Partnership
will purchase that number of shares of Halsey common stock so that, together
with all rights subscribed for and exercised in the rights offering (including
any rights subscribed for by LDN Stuyvie Partnership), Halsey will receive
gross proceeds (including offsets against the promissory note) in the rights
offering of at least $10,000,000. In partial consideration for making a $10
million bridge loan to Halsey and agreeing to backstop the rights offering up
to $10 million, Halsey has granted to LDN the exclusive right to exercise those
rights to purchase common stock granted to other stockholders of Halsey but
which they decline to exercise.
Not a
Prospectus
The rights
offering will be made only by means of a prospectus that Halsey will file with
the Securities and Exchange Commission as part of a registration statement.
This
press release shall not
constitute an offer to sell or a solicitation of an offer to buy any
securities, nor shall there be any sale of any securities in any state in which
such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such sate or jurisdiction.
Forward
Looking Statements
Statements in this
release that are not historical, including without limitation statements
regarding the plans, expectations, assumptions and estimations with respect to
the rights offering and the results thereof, are considered forward-looking
statements and speak only as of the date hereof. These statements can be
identified by the fact that they use words such as "anticipate", "estimate", "expect,"
"project", "intend", "plan", "believe" and other such words and terms of
similar meaning. As such, these statements are subject to a number of risks and
uncertainties. Actual results may be materially different from those expressed
or implied by these statements. Factors that could cause or contribute to such
differences include, but are not limited to, the receipt and timing of
regulatory approvals for the rights offering, the risk that Halsey may be
required to modify aspects of the rights offering to obtain regulatory approvals
or in light of market conditions, the possibility that the rights offering will
not be consummated or that a delay in the timing thereof will be experienced.
More information about these risks and uncertainties and other risks and
uncertainties facing Halsey may be found in the registration statement relating
to the rights offering when it is filed or in the most recent Form 10-K and in
the subsequent Form 10-Qs and other periodic filings of Halsey with the U.S.
Securities and Exchange Commission. Halsey does not undertake to publicly
update or revise any forward-looking statements contained herein even if
experience or future changes or circumstances make it clear that any projected
results expressed or implied therein will not be realized.
Additional Information
Halsey will file a
registration statement including a prospectus and other related documents
concerning the proposed rights offering with the SEC. Investors are urged to
read the registration statement when it becomes available and any other related
documents filed with the
SEC because such will contain important information regarding Halsey and the rights
offering. These documents, and the annual, quarterly and special reports, proxy
and information statements and other filings of Halsey can be obtained free of
charge at the web site maintained by the SEC at www.sec.gov. In addition, the
documents filed with the SEC by Halsey may be obtained free of charge by
directing a request to Halsey's Corporate Secretary, by mail at 103 Foulk Road, Suite 205Q Wilmington, DE 19803 or telephone (302)
691-6189.
Investor
Contacts:
Neal Rosen
Kalt Rosen & Company, LLC
415.397.2686
Rosen@KRC-IR.com
Rich McDonald
J.L. Halsey
610 688 3305
Rmcdon8848@earthlink.net

text: J.L. Halsey Corporation

text: ClickTracks

text: William Ty Comfort