text:
EX-99.1
4
ex_102425.htm
EXHIBIT 99.1
ex_102399.htm
Exhibit 99.1
Cooke Inc.
acquires
Omega Protein Corporation
SAINT JOHN, NEW BRUNSWICK, CANADA and HOUSTON, TEXAS, USA
- December 19, 2017 -
Cooke Inc. ("Cooke"), a New Brunswick company and parent of Cooke Aquaculture Inc., today announced the completion of its acquisition of Omega Protein Corporation (NYSE: OME) ("Omega Protein"), a nutritional product company and a leading integrated provider of specialty oils and specialty protein products.
Under terms of the transaction, Cooke has acquired all outstanding shares of Omega Protein for $22 per share in cash, or a total value of approximately $500 million USD.
"The acquisition of Omega Protein will help further diversify the supply side of our business and supports our strategy of responsible growth as a leader in seafood production", said Glenn Cooke, CEO of Cooke Inc. "We are bringing together two innovative fishery teams with a passion for delivering superior products, service, and value to our customers in a safe and environmentally sustainable manner".
Cooke Aquaculture Inc. has achieved Best Aquaculture Practices (BAP) certification
for our North and South American salmon aquaculture operations. BAP is the world's only aquaculture certification program that covers the entire production chain (hatcheries, feed mills, farms and processing plants). Omega Protein is on track to be approved by the Marine Stewardship Council (MSC). The MSC is the only wild-capture fisheries certification and ecolabelling program that meets best practice requirements set by both the United Nations Food and Agriculture Organization (UNFAO) and ISEAL, the global membership association for sustainability standards.
Omega Protein
is a century-old nutritional product company that develops, produces and delivers healthy products throughout the world to improve the nutritional integrity of foods, dietary supplements and animal feeds. Omega Protein's mission is to help people lead healthier lives with better nutrition through sustainably sourced ingredients such as highly-refined specialty oils, specialty protein products and nutraceuticals.
The Company operates seven manufacturing facilities located in
the United States, Canada and Europe. Prior to the closing of the acquisition, the Company operated more than 30 vessels to harvest menhaden, a fish abundantly found in the Atlantic Ocean and Gulf of Mexico. Going forward, these vessels will be operated by Alpha VesselCo Holdings, Inc.
"
With over 1,000 employees and a purchase price of $500 Million USD, Omega Protein is the largest acquisition in the 32-year history of Cooke", added Glenn Cooke. "We started our family-operated company in 1985 and through the hard work of our employees have grown to become a fully integrated global seafood leader offering a wide array of farmed and wild-caught products to customers around the world".
www.cookeseafood.com
www.truenorthseafood.com
-1-
The animal feed ingredients produced by Omega Protein are an important component in Cooke Aquaculture
's production of healthy Atlantic salmon, making this acquisition a strategic move that greatly enhances Cooke's vertical integration.
The Cooke family of companies includes global aquaculture divisions under Cooke Inc. and its wholly-owned subsidiary
Cooke Aquaculture Inc. as well as a Canadian aquaculture division operated by its affiliate, Kelly Cove Salmon Ltd. The company also includes seafood divisions under Cooke Seafood USA, Inc. and Icicle Seafoods, Inc. Cooke Aquaculture Inc. is a vertically-integrated aquaculture corporation based in Blacks Harbour, New Brunswick, Canada with salmon farming operations in Atlantic Canada, the United States (Maine and Washington), Chile and Scotland as well as seabass and seabream farming operations in Spain. Aquaculture operations include land-based juvenile production, marine farms, processing and distribution facilities and a global sales and marketing team as well as a full value chain service and supply sector.
In 2015, the Cooke family entered the wild fishery, creating Cooke Seafood USA, Inc. which acquired Wanchese Fish Company, Inc. In 2016, the family expanded its investments in the wild fisheries through their acquisitions of Icicle Seafoods, Inc., in the USA and the assets of Fripur S.A., the largest fishing company in Uruguay. With the acquisition of Omega Protein, the Cooke family of companies now employ approximately 6,
000 people world-wide.
CONTACTS:
Joel Richardson
, VP Public Relations, Cooke Inc.
(506) 721-1093,
Joel.Richardson@cookeaqua.com
Ben Landry,
Director of Public Affairs, Omega Protein Corporation
713-623-0060,
publicaffairs@omegaprotein.com
www.cookeseafood.com
www.truenorthseafood.com
-2-

text: Cooke Inc.

text: Omega Protein Corporation

text: Cooke Inc.

text: Cooke

text: Cooke Aquaculture Inc.

text: Omega Protein Corporation

text: Omega Protein

text: Cooke

text: Omega Protein

text: Omega Protein

text: Cooke

text: Cooke Inc.

text: Cooke Aquaculture Inc.

text: Omega Protein

text: Omega Protein

text: Omega Protein

text: Omega Protein

text: Cooke

text: Cooke

text: Omega Protein

text: Cooke

text: Cooke

text: Cooke Inc.

text: Cooke Aquaculture Inc.

text: Cooke

text: Cooke Aquaculture Inc.

text: Cooke

text: Cooke

text: Omega Protein

text: Cooke

text: Joel Richardson

text: Cooke Inc.

text: Ben Landry

text: Omega Protein Corporation


dataset: buster

text:
EX-99.1
3
exhibit99-1.htm
PRESS RELEASE
exhibit99-1.htm
NEWS
RELEASE
April
10,
2008
Contact: Peter D. Thompson, EVP and CFO
FOR
IMMEDIATE
RELEASE
(301) 429-4638: pthompson@radio-one.com
Washington,
DC
Radio
One, Inc. Announces the Acquisition of Social Media Network Community Connect
Inc.
WASHINGTON,
DC
-
Radio One, Inc. (NASDAQ:ROIAK and ROIA) today announced that it has acquired
the
social networking company, Community Connect Inc. for a transaction price of
approximately $38.0 million dollars.
Community
Connect Inc. ("CCI"), which owns and operates a number of social networking
brands under its umbrella including BlackPlanet.com, MiGente.com, and
AsianAve.com, is the leading online niche social-networking
company. With over 20 million members it is the 4th most visited U.S.
social networking property/publisher. (Hitwise January 2008).
"CCI
is an innovator and pioneer in social networking", says Alfred Liggins, III,
Radio One's CEO and President. "We believe that they are a great
complement to our existing radio, TV, and online properties".
This
acquisition is another example of Radio One, Inc.'s continued strategy of
diversification outside of the radio broadcasting space in order to deliver
a
more holistic approach to targeting African Americans. Radio One
purchased GIANT, a magazine targeting Urban consumers, in December, 2006 and
has
an interest in the African-American targeted cable network, TV
ONE. This acquisition gives Radio One a strong foothold in the ever
growing social networking and multicultural online space.
"We
will be the clear number one in the African-American online space", said Mr.
Liggins.
Analyst
eMarketer predicts that by 2011, $4.1 billion will be spent worldwide for social
network advertising, a dramatic increase from the $480 million spent in 2006.
In
2008 alone, global ad spend in the social networking arena is expected to
increase 75% year over year, amounting to $2.1 billion (eMarketer, Social
Network Marketing: Ad Spending and Usage, December 2007).
"This
is a great opportunity to take CCI to the next level", said Ben Sun, President
and Founder of CCI. "Radio One reaches over 20 million people every
week in radio, TV, print and online, giving us the opportunity to capitalize
on
cross-platform opportunities for our brands that will truly benefit our members
and advertisers".
"CCI's
management team recognizes that the Internet is less about single destinations
and more about connecting people, around touchpoints of culture and
lifestyles. They have built incredible loyalty among their members,"
said Tom Newman, President of Radio One's Interactive division.
Upon
closing the transaction current President and Founder Ben Sun will continue
to
run CCI and will report to Tom Newman. Community Connect Inc. has approximately
100 employees and is headquartered in New York City. Rothschild, Inc. acted
as
financial advisor to Radio One in connection with the transaction. Bear, Stearns
& Co. Inc. acted as financial advisor to Community Connect Inc. in
connection with the transaction.
Radio
One, Inc. (www.radio-one.com) is one of the nation's largest radio broadcasting
companies and the largest radio broadcasting company that primarily targets
African-American and urban listeners. Pro forma for recently announced
transactions, Radio One owns and/or operates 53 radio stations located in 16
urban markets in the United States. Additionally, Radio One owns Magazine One,
Inc. (d/b/a Giant Magazine) (www.giantmag.com), interests in TV One, LLC
(www.tvoneonline.com), a cable/satellite network programming primarily to
African-Americans and Reach Media, Inc. (www.blackamericaweb.com), owner of
the
Tom Joyner Morning Show and other businesses associated with Tom
Joyner.
Cautionary
Note Regarding Forward-Looking Statements:
This
press release includes forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange
Act
of 1934. Forward-looking statements represent management's current expectations
and are based upon information available to Radio One at the time of this
release. These forward-looking statements involve known and unknown risks,
uncertainties and other factors, some of which are beyond Radio One's control,
that may cause the actual results to differ materially from any future results,
performance or achievements expressed or implied by such forward-looking
statements. Radio One does not undertake to update any forward-looking
statements.

label: organization

text:
Radio
One, Inc.

text:
Community Connect
Inc.

text: Radio One, Inc.

text: Community Connect Inc.

text:
Community
Connect Inc.

text: Radio One, Inc.

label: person

text: Ben Sun

text: Tom Newman

text: Ben Sun

text: Tom Newman

text: Community Connect Inc.

text: Rothschild, Inc.

text:
Bear, Stearns
& Co. Inc.

text: Community Connect Inc.

text:
Radio
One, Inc.

source_dataset: expertai/BUSTER

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


text:
EX-99.2
10
v373557_ex99-2.htm
EXHIBIT 99.2
Bluerock Residential Growth REIT,
Inc. Announces Sale of Creekside Property, Appointment of Treasurer and Updates to Corporate Governance Documents
Company Release - 4/1/2014 [
INSERT
TIME
]
NEW YORK--(BUSINESS WIRE)-Bluerock
Residential Growth REIT (NYSE MKT: BRG) (the "Company") today announced the sale by BR Creekside, LLC, a special-purpose
entity in which the Company holds a 24.706% indirect equity interest, of The Reserve at Creekside Village, a 192-unit garden-style
apartment community located in Chattanooga, Tennessee. The Creekside property was sold to SIR Creekside, LLC, an unaffiliated third
party, for $18,875,000, subject to certain prorations and adjustments typical in a real estate transaction. After deduction for
payment of the existing mortgage indebtedness encumbering the Creekside property in the approximate amount of $13.5 million and
payment of closing costs and fees, excluding disposition fees of approximately $69,946 deferred by the Company's former advisor,
the sale of the Creekside property generated net proceeds to the Company of approximately $1.2 million based on its proportionate
ownership therein.
The Company today also announced its
entry into an Underwriting Agreement with Wunderlich Securities, Inc., as representative of the underwriters, on March 28, 2014,
in connection with the pricing of its initial public offering, as previously announced by the Company, of 3,448,276 shares of Class
A common stock, at a price to the public of $14.50 per share, for a total of approximately $44.4 million of net proceeds after
deducting underwriting discounts and commissions and estimated offering expenses payable by the Company.
In addition, the Company today announced that on March 26, 2014,
its Board of Directors appointed Christopher J. Vohs, age 37, to serve as the Treasurer of the Company, effective as of March 19,
2014.
The Company further announced today that
on March 26, 2014, the Company amended and restated its charter pursuant the Second Articles of Amendment and Restatement of the
Company, as previously authorized and approved by the Company's Board of Directors on December 16, 2013 and approved by the
stockholders of the Company at a special meeting of the stockholders held on January 23, 2014.
The Company also announced today that on March 26, 2014, the
Company further amended its charter to provide for a 2.264881-to-1 reverse stock split of its issued and outstanding Class B common
stock, and to decrease the par value of such Class B common stock from $0.02264881 per share to $0.01 per share. In addition, the
Company announced that on March 31, 2014, the Company further amended its charter to provide for a 1.0045878-to-1 reverse stock
split of its issued and outstanding Class B common stock, and to decrease the par value of such Class B common stock from $0.010045878
per share to $0.01 per share.
The Company today also announced that effective March 26, 2014,
its Board of Directors adopted a second amendment and restatement to the Bylaws of the Company.
In addition, the Company announced today
that in conjunction with its review of its corporate governance policies in connection with its initial public offering, effective
March 26, 2014, its Board of Directors amended the Company's Code of Ethics originally adopted on January 14, 2009, which
will now be referred to as the "Code of Business Conduct and Ethics." The Code of Business Conduct and Ethics describes
the standards of conduct for all employees, officers and directors of the Company, and for all employees, members, officers and
directors of the Company's manager and of Bluerock Real Estate, L.L.C. who provide services to the Company.The Company also
announced today that effective as of March 26, 2014, its Board of Directors adopted and approved the Company's code of conduct
for its senior executive and financial officers, which will be referred to as the "Code of Ethics for Senior Executive and
Financial Officers".
These items were addressed and disclosed
by the Company in a Current Report on Form 8-K filed today with the Securities and Exchange Commission.
About Bluerock Residential Growth
REIT, Inc.
Bluerock Residential Growth REIT, Inc.
(NYSE MKT: BRG) is a real estate investment trust formed to acquire a diversified portfolio of institutional-quality apartment
properties in demographically attractive growth markets throughout the United States. The Company has elected to be taxed as a
real estate investment trust (REIT) for U.S. federal income tax purposes.
Forward Looking Statements
This press release contains forward
looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws.
These forward looking statements are based upon the Company's present expectations, but these statements are not guaranteed
to occur. For example, the pricing of the initial public offering may imply that the offering will close, but the closing is subject
to certain conditions customary in transactions of this type and may be delayed or may not occur at all. In addition, the underwriters'
option to purchase additional shares may imply that this option will be exercised; however, the underwriters are not under any
obligation to exercise this option, or any portion of it, and may not do so. Investors should not place undue reliance upon forward
looking statements. For further discussion of the factors that could affect outcomes, please refer to the "Risk Factors"
section of the prospectus.

text: BR Creekside, LLC

text: SIR Creekside, LLC


text:
EX-99.1
4
d177489dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
The ADT Corporation Announces the Closing of the Previously Announced Transaction with
Protection 1, an Affiliate of Certain Funds Managed By Affiliates of Apollo Global
Management, LLC
CHICAGO, NEW
YORK and BOCA RATON, Fla., May 2, 2016 - The ADT Corporation (NYSE: ADT) ("ADT"), a leading provider of monitored security, interactive home and business automation and related monitoring services in the
United States and Canada, today announced the successful completion of the previously announced transaction with Protection 1, an affiliate of certain funds (the "Apollo Funds") managed by affiliates of Apollo Global Management, LLC
(together with its consolidated subsidiaries, "Apollo") (NYSE: APO).
On February 16, 2016, ADT and Prime Security Services Borrower, LLC
(with its subsidiaries, "Protection 1"), a leading full-service business and home security company in the United States also owned by the Apollo Funds, announced that ADT and Protection 1 had entered into a merger agreement whereby upon
completion of the transaction, ADT stockholders were entitled to receive $42.00 per share in cash in exchange for their shares of ADT common stock, which when combined with Protection 1, represents an aggregate transaction value of approximately $15
billion.
As a result of the transactions, ADT's common stock is no longer trading on the New York Stock Exchange, effective today, and will be
delisted. As previously announced, the headquarters of the combined company will remain in Boca Raton, FL, and the combined company will operate primarily under the ADT brand.
"We are enthusiastic about the combined potential of two of the most respected firms in the industry residing under one brand, ADT", said Timothy J.
Whall, CEO of the combined business. "Protection 1 has long been known for its customer service, its ability to grow organically and through key acquisitions and today, we combine those strengths with ADT's brand presence and expertise to
form a new ADT in a move that will create the most significant customer offering in the industry in both the residential and commercial sectors, with customers as the ultimate benefactors of this partnership. I look forward to leading this new,
powerful brand. Going forward, we will provide market leading products and services, all fueled by innovation and differentiated customer service".
"We are pleased that our efforts to build ADT into a business with strong foundations have enabled us to maximize value for our stockholders", said
Naren Gursahaney, former President and CEO of ADT. "I thank our talented and dedicated associates for their hard work and contributions that have made ADT a leader in the security and alarm monitoring services business and that have positioned
ADT for this favorable outcome, and also thank our customers for their continued loyalty and support".
"We are thrilled about the completed
acquisition of ADT which will enhance our funds' position in the large and growing electronic security monitoring and home automation sector", said Marc Becker, Senior Partner at Apollo. "We look forward to working alongside the
Company's dedicated employees and business partners to drive innovation and support future growth".
Goldman, Sachs served as lead financial
advisor to ADT and BofA Merrill Lynch also served as financial advisor to ADT. Barclays, Deutsche Bank, Citigroup Global Markets Inc. and RBC Capital Markets, LLC served as financial advisors to Apollo and Protection 1 and provided debt
financing. PSP Investments Credit USA LLC also provided debt financing. An affiliate of Koch Equity Development LLC, the investment and acquisition subsidiary of Koch Industries, Inc.
("Koch"), provided $750 million of preferred equity financing. Simpson Thacher & Bartlett LLP served as legal advisor to ADT. Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal advisor to Protection 1 and
Apollo. Milbank, Tweed, Hadley & McCloy LLP served as legal advisor to Koch.
About ADT
The ADT Corporation is a leading provider of security and automation solutions for homes and businesses in the United States and Canada. ADT's broad and
pioneering set of products and services, including ADT Pulse
®
interactive home and business solutions, and health services, meet a range of customer needs for today's active and
increasingly mobile lifestyles. Headquartered in Boca Raton, Florida, ADT helps provide peace of mind to over 6.5 million customers and employs approximately 17,000 people at 200 locations. More information is available at
www.adt.com
.
About Apollo
Apollo is a leading global alternative
investment manager with offices in New York, Los Angeles, Houston, Chicago, Bethesda, Toronto, London, Frankfurt, Madrid, Luxembourg, Mumbai, Delhi, Singapore, Hong Kong and Shanghai. Apollo had
assets under management of approximately $170 billion as of December 31, 2015 in private equity, credit and real estate funds invested across a core group of nine industries where Apollo has considerable knowledge and resources. For more
information about Apollo, visit
www.agm.com
.
About Protection 1
Protection 1 was acquired by Prime Security Services Borrower, LLC in mid-2015 as the flagship for Apollo's entrance into the alarm monitoring services
industry, with a simultaneous acquisition of ASG Security, which has been effectively integrated into Protection 1. Protection 1 is a premier full-service business and home security company in the U.S. that provides installation, maintenance, and
monitoring of single-family home security systems, business security systems and multi-family security systems. Protection 1 serves over 2 million customers and employs over 4,000 people in more than 90 office locations and five UL Certified
monitoring centers across the country. For more information about Protection 1, visit
www.P1newsroom.com
.
Media Contacts
For Apollo Global Management:
Apollo Global
Management, LLC
Gary M. Stein, 212-822-0467
Head of
Corporate Communications
gstein@apollolp.com
or
Rubenstein Associates, Inc. for Apollo Global Management, LLC
Charles Zehren, 212-843-8590
czehren@rubenstein.com
For Protection 1:
Jennifer Webb, 212-221-1616
Coltrin & Associates
Jennifer_webb@coltrin.com
For ADT:
Jason Shockley, 561-322-7235
Vice President, Corporate Communications
jshockley@adt.com

text: The ADT Corporation

text: Protection 1

text: The ADT Corporation

text: ADT

text: ADT

text: Protection 1

text: ADT

text: Protection 1

text: ADT

text: Protection 1

text: ADT

text: ADT

text: Protection 1

text: ADT

text: ADT

text:
Timothy J.
Whall

text: Protection 1

text: ADT

text: ADT

text: ADT

text: ADT

text: ADT

text: ADT

text: ADT

text: Goldman, Sachs

text: ADT

text: BofA Merrill Lynch

text: ADT

text: Barclays

text: Deutsche Bank

text: Citigroup Global Markets Inc.

text: RBC Capital Markets, LLC

override: organization

text: Protection 1

text: Simpson Thacher & Bartlett LLP

text: ADT

text: Protection 1

text: Milbank, Tweed, Hadley & McCloy LLP

text: ADT

text: The ADT Corporation

text: ADT

text: ADT

text: ADT

text: Protection 1

text: Protection 1

text: Protection 1

text: Protection 1

text: Protection 1

text: Protection 1

text: Protection 1

text: ADT


text:
EX-99.1
4
exh_991.htm
EXHIBIT 99.1
Exhibit 99.1
Leading BioSciences Closes Merger with
Seneca Biopharma and Set to Begin Trading on Nasdaq as PALI
The combined
company, Palisade Bio, Inc., is expected to commence trading on the Nasdaq Capital Market under the ticker symbol "PALI"
on April 28, 2021
Concurrent $20.0
million private placement led by Altium Capital
Conference call
and live webcast tomorrow at 11:00 AM ET
CARLSBAD, Calif., April 27, 2021 - Leading BioSciences,
Inc. a late-stage biopharma company advancing therapies for acute and chronic gastrointestinal (GI) complications, today announced
the closing of its previously announced merger transaction with Seneca Biopharma, Inc. ("Seneca"). Seneca shareholders
previously approved the transaction. The combined, publicly traded company will operate under the name Palisade Bio, Inc. ("Palisade
Bio" or the "Company"), and its common stock is expected to commence trading on the Nasdaq Capital Market on April
28, 2021, under the ticker symbol "PALI".
In addition, the Company has announced the closing of the previously
announced private placement led by Altium Capital that included $20.0 million in cash plus the cancelation of outstanding principal
and interest pursuant to the notes previously issued to the investor.
"This merger marks a tremendous milestone for all stakeholders
in the newly formed Palisade Bio, a now publicly listed company with a promising pipeline of oral therapies for GI complications,"
said Tom Hallam, Ph.D., chief executive officer of Palisade Bio. "We are thrilled to have the added financial flexibility
provided by Seneca and the private placement financing as we advance our drugs through clinical development. Our lead asset, LB1148,
has already demonstrated efficacy signals in clinical trials that we believe may support a potential paradigm shift in the restoration
of post-operative GI function following a wide range of common surgeries. There are more than six million of these procedures annually
in the U.S. Now, as the combined company, Palisade Bio, we plan to build on this momentum with multiple clinical data readouts
planned over the next 12 to 18 months".
Leading BioSciences Inc.'s management team will lead the
merged company, Palisade Bio, following completion of the merger transaction. Palisade Bio will focus on developing therapeutics
for broad GI disorders and complications. The Company's lead asset, LB1148, is a patent-protected oral formulation of a protease
inhibitor that neutralizes the activity of digestive proteases released from the gut during surgery. LB1148 has demonstrated the
potential to improve restoration of normal GI function following major surgery and reduce certain postoperative complications such
as abdominal adhesions. The FDA has granted LB1148 Fast Track Designation for treating postoperative GI dysfunction in pediatric
patients who undergo open-heart surgery based on its potential to treat this serious condition, positioning LB1148 for potential
accelerated approval and priority review. Palisade expects to initiate a Phase 2/3 study of LB1148 for the treatment of postoperative
GI dysfunction associated with pediatric cardiovascular surgery and report Phase 2 data read-outs in GI surgery by year-end 2021.
Conference Call and Webcast Details:
Management will host a conference call and webcast with slides
at 11:00 AM Eastern Time on Wednesday, April 28, 2021, for investors regarding this announcement with details as follows:
Dial in (domestic):
877-407-9208
International:
201-493-6784
Conference ID:
13719417
Webcast:
http://public.viavid.com/index.php?id=144763
The archived webcast will be available on the Investors section
of the Palisade Bio website.
About LB1148
LB1148 is an oral formulation of a
broad-spectrum serine protease inhibitor designed to neutralize the activity of potent digestive proteases released from the gut
during surgery. Evidence suggests that the release of digestive proteases contributes to the temporary loss of normal gastrointestinal
function and formation of postoperative adhesions. By inhibiting the activity of these digestive proteases, LB1148 has the potential
to prevent damage to GI tissues, accelerate the time to return of normal GI function, and shorten the duration of costly post-surgery
hospital stays.
About Palisade Bio, Inc.
Palisade Bio is a late-stage biopharma company advancing therapies that help patients with acute and chronic gastrointestinal
complications stemming from post-operative digestive enzyme damage. Palisade Bio's innovative lead asset, LB1148, is a Phase
3-ready protease inhibitor with the potential to both reduce abdominal adhesions and help restore bowel function following surgery.
Positive data from Phase 2 trials of LB1148 demonstrated safety and tolerability as well as a statistically significant improvement
in return to bowel function and decrease in length of stay in ICU and hospital compared to placebo. Palisade Bio believes that
its investigational therapies have the potential to address the myriad health conditions and complications associated with chronic
disruption of the gastrointestinal epithelial barrier. For more information, please go to www.palisadebio.com
Advisors to the Transaction
Solebury Trout LLC acted as financial
advisor to Seneca for the transaction and Silvestre Law Group, P.C. served as legal counsel to Seneca. Evolution Venture Partners
acted as financial advisor to Leading BioSciences, and Cooley LLP served as legal counsel to Leading BioSciences.
Forward Looking Statements
This communication contains "forward-looking"
statements, including, without limitation, statements related to the anticipated benefits of the transactions contemplated by the
merger and the private placement financing and the related transactions, the anticipated trading of the combined company's
stock on the Nasdaq Capital Market, and statements related to Palisade's development programs. Any statements contained in
this communication that are not statements of historical fact may be deemed to be forward-looking statements. These forward-looking
statements are based upon Palisade's current expectations. Forward-looking statements involve risks and uncertainties. Palisade's
actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a
result of these risks and uncertainties, which include, without limitation, related to the Company's ability to advance its
preclinical programs and the uncertain and time-consuming regulatory approval process. Additional risks and uncertainties can be
found in Seneca's Registration Statement on Form S-4 initially filed with the SEC on December 23, 2020, as amended. Palisade
expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in Palisade's expectations with regard thereto or any change in events, conditions
or circumstances on which any such statements are based.
Palisade Bio Media Relations Contact:
Darren Opland, Ph.D.
LifeSci Communications
darren@lifescicomms.com
Palisade Bio Investor Relations
Contact:
Corey Davis, Ph.D.
LifeSci Advisors
cdavis@lifesciadvisors.com
Corporate Contact:
Justin Stege, Ph.D.
justin.stege@palisadebio.com

text: Leading BioSciences

text: Seneca Biopharma

text:
Leading BioSciences,
Inc.

text: Seneca Biopharma, Inc.

text: Solebury Trout LLC

text: Silvestre Law Group, P.C.

text: Evolution Venture Partners

text: Leading BioSciences

text: Cooley LLP

text: Leading BioSciences


text:
EX-99.1
2
dp54905_ex9901.htm
EXHIBIT 99.1
Exhibit 99.1
GAIN Capital completes acquisition of City Index
BEDMINSTER, N.J., April 1, 2015 /PRNewswire/ -- GAIN Capital Holdings, Inc. (NYSE: GCAP) (the "Company" or "GAIN Capital") today announced it has completed the acquisition of City Index (Holdings) Limited ("City Index"), a leading online trading firm specializing in contracts for difference (CFDs), forex and UK spread betting.
The combination of GAIN Capital and City Index creates a global leader in online trading, operating two market-leading brands in GAIN's FOREX.com, a top retail forex brand globally, and City Index, a premier CFD and spread bet brand. The combined company will have over $1.1 billion in customer assets with annual trading volumes of more than $3 trillion.
"The closing of this transaction marks another major milestone in the growth of GAIN Capital and we are excited by the complementary strengths that have been brought together through this combination", commented Glenn Stevens, CEO of GAIN Capital. "The scale, scope of products and geographies served and market leading technology provided by the combined company provides us with an excellent platform for continued growth and success", Mr. Stevens concluded.
The aggregate purchase price was approximately US$148 million, consisting of approximately US$36 million in cash (which reflects approximately US$21 million of excess regulatory capital at City Index), 5,319,149 shares of Company common stock and US$60 million in convertible loan notes issued by the Company. The net purchase price paid was approximately US$77 million, reflecting US$71 million of cash on City Index's balance sheet as of the closing date.
About GAIN Capital
GAIN Capital Holdings, Inc. (NYSE: GCAP) is a global provider of online trading services. GAIN Capital's innovative trading technology provides market access and highly automated trade execution services across multiple asset classes to a diverse client base of retail and institutional investors.
GAIN Capital is headquartered in Bedminster, New Jersey, with a global presence across North America, Europe and the Asia Pacific regions. For further company information, visit
www.gaincapital.com
.

text: GAIN Capital

text: City Index

text: GAIN Capital Holdings, Inc.

text: GAIN Capital

text: City Index

text: City Index

text: GAIN Capital

text: City Index

text: City Index

text: GAIN Capital

text: Glenn Stevens

text: GAIN Capital

text: City Index

text: City Index

text: GAIN Capital

text: GAIN Capital Holdings, Inc.

text: GAIN Capital

text: GAIN Capital


text:
EX-99.1
3
a10-3480_1ex99d1.htm
EX-99.1
Exhibit
99.1
FOR IMMEDIATE RELEASE
Abbott Completes Acquisition of Solvay Pharmaceuticals
ABBOTT PARK, Ill., Feb. 16,
2010 - Abbott today announced that it has completed its EUR 4.5 billion ($6.2 billion)
acquisition of Belgium-based Solvay Pharmaceuticals, providing Abbott with a
large and complementary portfolio of pharmaceutical products and expanding
Abbott's presence in key global emerging markets.
Media:
Melissa Brotz
847-935-3456
Based on the timing of the close,
Abbott expects the acquisition to add approximately $2.9
billion to Abbott's 2010 total reported sales, the majority outside
the U.S., and add approximately $500 million to
Abbott's annual pharmaceutical R&D investment.
Tracy Sorrentino
847-937-8712
Financial:
John Thomas
847-938-2655
"The acquisition of Solvay
Pharmaceuticals is a key part of Abbott's strategy to bolster our presence in
key markets and deliver sustainable, industry-leading growth", said Miles D.
White, chairman and chief executive officer, Abbott. "In addition to taking
both Abbott and Solvay products into new and expanding markets, the
acquisition enhances our R&D investment, providing Abbott with the
opportunity to drive future pharmaceutical growth".
Larry Peepo
847-935-6722
Abbott has a strong portfolio of specialty pharmaceuticals
and Solvay brings successful, consistently performing products - including
branded generics - that will further diversify Abbott's pharmaceutical
business and provide significant growth opportunities. These products
complement Abbott's presence and expertise in specialty markets such as
cardiovascular disease, neuroscience and gastroenterology, and include
treatments for men's and women's hormonal health, and
exocrine
pancreatic insufficiency (inability to properly digest food), which is
associated with several underlying conditions including cystic fibrosis and
chronic pancreatitis.
- more -
Page 2
"The combination of Solvay and Abbott's
pharmaceutical businesses will enable Abbott to attain leadership in key
emerging markets, where there is significant opportunity for branded generics,"
said Olivier Bohuon, executive vice president, Pharmaceutical Products Group,
Abbott.
"The addition of Solvay Pharmaceuticals is the catalyst for Abbott's
growth and leadership in this area, and will ensure Abbott has the
infrastructure, reach and product offerings to continue meeting the needs of
patients around the world".
Solvay Pharmaceuticals is now part of Abbott's
global Pharmaceutical Products Group.
Werner Cautreels, chief executive officer of Solvay Pharmaceuticals,
will serve in a transitional role and will then leave the company.
The impact of the Solvay Pharmaceuticals
acquisition has been reflected in Abbott's previously issued earnings-per-share
guidance for the first-quarter and full-year 2010.
As previously disclosed, the transaction also
includes payments of up to EUR 300 million if certain sales milestones are met
between 2011 and 2013.
About Abbott
Abbott is a global, broad-based health care company
devoted to the discovery, development, manufacture and marketing of
pharmaceuticals and medical products, including nutritionals, devices and
diagnostics. The company employs
approximately 83,000 people and markets its products in more than 130 countries.
Abbott's news releases and other information are
available on the company's website at www.abbott.com.
Abbott Forward Looking Statement
Some statements in this news release may be forward-looking statements
for purposes of the Private Securities Litigation Reform Act of 1995. Abbott cautions that these forward-looking
statements are subject to risks and uncertainties that may cause actual results
to differ materially from those indicated in the forward-looking
statements. Economic, competitive, governmental,
technological and other factors that may affect Abbott's operations are
discussed in Item 1A, "Risk Factors", to our
Annual Report on Securities and Exchange Commission Form 10-K
for the year ended Dec. 31, 2008, and are
incorporated by reference. Abbott
undertakes no obligation to release publicly any revisions to forward-looking
statements as a result of subsequent events or developments.
# # #

text: Abbott

text: Solvay Pharmaceuticals

text: ABBOTT

text: Abbott

text: Solvay Pharmaceuticals

text: Abbott

text: Abbott

text: Abbott

text: Abbott

text: Abbott

text:
Solvay
Pharmaceuticals

text: Abbott

text:
Miles D.
White

text: Abbott

text: Abbott

text: Solvay

text: Abbott

text: Abbott

text: Solvay

text: Abbott

text: Abbott

text: Solvay

text: Abbott

text: Abbott

text: Abbott

text: Solvay Pharmaceuticals

text: Abbott

text: Abbott

text: Solvay Pharmaceuticals

text: Abbott

text: Werner Cautreels

text: Solvay Pharmaceuticals

text: Solvay Pharmaceuticals

text: Abbott

text: Abbott

text: Abbott

text: Abbott

text: Abbott

text: Abbott

text: Abbott

text: Abbott


text:
EX-99.1
2
v384604_ex99-1.htm
EX-99.1
Black
Diamond Completes Sale of Gregory Mountain Products for $84.1 Million
- Divestiture Solidifies Strategic Pivot
to Focus on Core and Fastest-Growing Brands -
SALT LAKE CITY, Utah - July 23, 2014 -
Black
Diamond, Inc. (NASDAQ: BDE) (the "Company" or "Black Diamond"), a leading global supplier of innovative
active outdoor performance equipment and apparel, has completed the asset sale of its Gregory Mountain Products, LLC ("Gregory")
brand for $84.1 million to Samsonite LLC.
The divestiture represents an integral part of Black Diamond's
plan to focus on its core brands, including POC and Black Diamond apparel. Black Diamond has used a portion of the proceeds from
the sale to pay down its debt with Zions Bank and plans to reinvest the remainder to support the continued growth and long-term
development of its core brands.
"Closing the sale of Gregory marks a critical point in
our strategic pivot initiated last fall", said Peter Metcalf, president and CEO of Black Diamond. "We believe that
we are now positioned for enhanced growth from our core and fastest-growing brands".
The Company has realized net proceeds of approximately $68.4
million after fees, expenses and taxes. The Company previously had approximately $26.7 million of outstanding debt under its credit
facility with Zions Bank as of March 31, 2014, which was paid-off in full with the closing of the transaction.
The Company plans to provide revised second half and full year
guidance when it reports its second quarter results in August 2014.
Rothschild served as financial advisors and Kane Kessler, P.C.
served as legal advisors to Black Diamond for the divestiture.
About Black Diamond, Inc.
Black Diamond, Inc. is a global leader in designing, manufacturing
and marketing innovative active outdoor performance equipment and apparel for climbing, mountaineering, backpacking, skiing, cycling
and a wide range of other year-round outdoor recreation activities. The Company's principal brands, Black Diamond®, POC™
and PIEPS™, are iconic in the active outdoor, ski and cycling industries and linked intrinsically with the modern history
of these sports. Black Diamond is synonymous with performance, innovation, durability and safety that the outdoor and action sport
communities rely on and embrace in their active lifestyle. Headquartered in Salt Lake City at the base of the Wasatch Mountains,
the Company's products are created and tested on some of the best alpine peaks, slopes, crags, roads and trails in the world.
These close connections to the Black Diamond lifestyle enhance the authenticity of the Company's brands, inspire product innovation
and strengthen customer loyalty. Black Diamond's products are sold in approximately 50 countries around the world. For additional
information, please visit the Company's websites at www.blackdiamond-inc.com,
www.blackdiamondequipment.com
,
www.pocsports.com
or
www.pieps.com
.
Page
1
of
2
Forward-Looking Statements
Please note that in this press release we may use words such
as "appears", "anticipates", "believes", "plans", "expects", "intends,"
"future", and similar expressions which constitute forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are made based on our expectations
and beliefs concerning future events impacting the Company and therefore involve a number of risks and uncertainties. We caution
that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied
in the forward-looking statements. Potential risks and uncertainties that could cause the actual results of operations or financial
condition of the Company to differ materially from those expressed or implied by forward-looking statements in this release include,
but are not limited to, the overall level of consumer spending on our products; general economic conditions and other factors affecting
consumer confidence; disruption and volatility in the global capital and credit markets; the financial strength of the Company's
customers; the Company's ability to implement its growth strategy, including its ability to organically grow each of its historical
product lines, its new apparel line and its recently acquired businesses; the Company's ability to successfully integrate and grow
acquisitions; the Company's exposure to product liability or product warranty claims and other loss contingencies; stability
of the Company's manufacturing facilities and foreign suppliers; the Company's ability to protect trademarks and other intellectual
property rights; fluctuations in the price, availability and quality of raw materials and contracted products; foreign currency
fluctuations; our ability to utilize our net operating loss carryforwards; and legal, regulatory, political and economic risks
in international markets. More information on potential factors that could affect the Company's financial results is included from
time to time in the Company's public reports filed with the Securities and Exchange Commission, including the Company's Annual
Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. All forward-looking statements included in
this press release are based upon information available to the Company as of the date of this press release, and speak only as
of the date hereof. We assume no obligation to update any forward-looking statements to reflect events or circumstances after the
date of this press release.
Company Contact:
Warren B. Kanders
Executive Chairman
Tel 203-428-2000
warren.kanders@bdel.com
or
Peter Metcalf
Chief Executive Officer
Tel 801-278-5552
peter.metcalf@bdel.com
Investor Relations:
Liolios Group, Inc.
Scott Liolios or Cody Slach
Tel 949-574-3860
BDE@liolios.com
Page
2
of
2

text: Diamond

text: Gregory Mountain Products

text: Diamond, Inc.

text: Diamond

text: Gregory Mountain Products, LLC

text: Samsonite LLC

text: Diamond

text: Diamond

text: Diamond

text: Peter Metcalf

text: Diamond

text: Rothschild

text: Kane Kessler, P.C.

text: Diamond

text: Diamond, Inc.

text: Diamond, Inc.

text: Diamond

text: Diamond

text: Diamond

text: Diamond

text: Peter Metcalf


text:
EX-99.2
6
d189140dex992.htm
EX-99.2
EX-99.2
Exhibit 99.2
META
®
Closes Transaction and Commences Trading
on NASDAQ
HALIFAX, NS / ACCESSWIRE / June 28, 2021 / Meta Materials Inc. (the "Company" or "META
®
") (NASDAQ: MMAT) a developer of high-performance functional materials and nanocomposites, today announced closing of the business combination with Torchlight Energy Resources
("Torchlight"), which was effective at 12:01 AM EDT. Please visit the investors section of our website to view the
Shareholder Letter
for more details about our technology, markets, and applications.
"After ten years of scientific discovery and application development, META is now the first NASDAQ-listed metamaterials company, joining the world's
premier exchange for technology companies", noted George Palikaras, META's founding President and CEO. "We are very excited to showcase how metamaterials "go beyond" conventional materials and chemistry, to offer new and
highly sustainable solutions with semiconductor precision, at kilometer scale".
"As a result of the transaction and our recent ATM offerings,
META now has over $160 million in cash and a virtually debt free balance sheet with approximately 285 million shares issued and outstanding after the 2 to 1 reverse split. From here, we believe we can now comfortably support our near and
long-term growth initiatives", said Ken Rice, CFO and EVP of META.
Upon closing, the following operational changes were effected. The executives of
the combined company, Meta Materials Inc., include George Palikaras, President and CEO, and Ken Rice, Chief Financial Officer and Executive Vice President. Torchlight's CEO, John Brda, will remain as an advisor to manage the disposal of the
Company's oil and gas assets. The board of directors was expanded to seven members, including Ram Ramkumar, Chairman, George Palikaras, Allison Christilaw, Maurice Guitton, Ken Hannah, Steen Karsbo, and Eric Leslie. The corporate headquarters
are located at the META facility in Nova Scotia, Canada. The Company has additional facilities in Pleasanton, CA, London, UK, and Zürich, Switzerland.
In connection with the transaction, Roth Capital Partners acted as financial advisor for Torchlight and Stikeman Elliott LLP, K&L Gates LLP, and
Axelrod & Smith as legal advisors; Meta Materials engaged Hamilton Clark and Cormark Securities as financial advisors and Fasken Martineau DuMoulin LLP and Wilson Sonsini Goodrich & Rosati P.C. as legal advisors.
META management will hold a webcast on Tuesday, July 6th, at 1PM EDT, to discuss recent events and future growth initiatives of Meta Materials Inc. To
register
click here
.
About Meta Materials Inc.
META
®
delivers previously unachievable performance, across a range of applications, by inventing,
designing, developing, and manufacturing sustainable, highly functional materials. Our extensive technology platform enables leading global brands to deliver breakthrough products to their customers in consumer electronics, 5G communications, health
and wellness, aerospace, automotive, and clean energy. Our achievements have been widely recognized, including being named a Global Cleantech 100 company. Learn more at
www.metamaterial.com
.
Forward Looking Information
This press release includes forward-looking information or statements within the meaning of Canadian securities laws and within the meaning of Section 27A
of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, regarding the Company and its business, which may include, but are not limited
to, statements with respect to the business strategies and execution with the current cash on the Company's balance sheet, product development and operational activities of the Company. Often but not always, forward-looking information can be
identified by the use of words such as "potential", "predicts", "projects", "seeks", "plans", "expect", "intends", "anticipated", "believes" or variations
(including negative variations) of such words and phrases, or statements that certain actions, events or results "may", "could", "should", "would" or "will" be taken, occur or be achieved. Such
statements are based on the current expectations and views of future events of the management of the Company and are based on assumptions and subject to risks and uncertainties. Although the management of the Company believes that the assumptions
underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and
uncertainties affecting the Company, including risks related to the management and potential divestiture of the assets in the Company's oil and gas business, the potential benefits of the Company being publicly listed on the Nasdaq Capital
Market, the potential benefits of the transaction with Torchlight Energy Resources Inc. to the Company's stockholders, the research and development projects of the Company, the market potential of the Company's products, the investment
priorities and manufacturing plans of the Company, the scalability of the Company's production ability, the technology industry, market strategic and operational activities, and management's ability to manage and operate the business. More
details about these and other risks that may impact the Company's businesses are described under the heading "Risk Factors" in the Company's Form
10-Q
filed with the SEC on May 14,
2021, in the Company's Form
10-K
filed with the SEC on March 18, 2021, and in subsequent filings made by Meta Materials with the SEC, which are available on SEC's website at www.sec.gov.
Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or
results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable
securities laws, forward-looking statements speak only as of the date on which they are made and the Company does not undertake any obligation to publicly update or revise any forward looking statement, whether as a result of new information, future
events, or otherwise, except to the extent required by law.
Contact
Mark Komonoski
Senior Vice President
Integrous Communications
Phone:
1-877-255-8483
Email:
ir@metamaterial.com
Media inquiries:
media@metamaterial.com
Page | 2

text: Meta Materials Inc.

text: Torchlight Energy Resources

text: George Palikaras

text: Ken Rice

text: Meta Materials Inc.

text: George Palikaras

text: Ken Rice

text: Ram Ramkumar

text: George Palikaras

text: Roth Capital Partners

text: Stikeman Elliott LLP

text: K&L Gates LLP

text: Hamilton Clark

text: Cormark Securities

text: Fasken Martineau DuMoulin LLP

text: Wilson Sonsini Goodrich & Rosati P.C.

text: Meta Materials Inc.

text: Meta Materials Inc.

text: Torchlight Energy Resources Inc.


text:
EX-99.1
3
v220995_ex99-1.htm
Unassociated Document
For Immediate Release
May, 5 2011
Iveda Solutions Completes MEGAsys Taiwan Acquisition
Mesa, AZ (May 5, 2011) - Iveda Solutions (OTCBB:IVDA) announced today that the Taiwan Foreign Investment Committee Agency approved the company's acquisition of Sole-Vision Technologies, doing business as MEGAsys Taiwan.
"This is a very important milestone for Iveda Solutions, officially marking our entry into the Asian market", says David Ly, President and CEO of Iveda Solutions.
MEGAsys is a Taiwanese company specializing in deploying video surveillance systems for airports, commercial buildings, government customers, data centers, shopping centers, hotels, banks, and Safe City initiatives in Taiwan and other neighboring countries. Iveda Solutions provides enterprise-class cloud-based video surveillance to commercial and government entities in the US and Mexico. The union of the two companies is a win-win strategy. MEGAsys now has Iveda Solutions' expertise in cloud-based video surveillance and access to the US markets for its products, while Iveda Solutions gains access not only to Asian markets, but Asian manufacturers, engineering expertise, and other suppliers.
"Over the last few months, we have been working with Iveda Solutions' management team on the acquisition and have initiated some joint projects with them. The experience has been great and we are confident that our decision to merge with Iveda Solutions will prove to be very rewarding for both companies", says
I.H. Shiau, President of MEGAsys.
MEGAsys becomes a wholly-owned subsidiary of Iveda Solutions and will retain its existing management team and employees. The company will continue to operate independently on the day-to-day basis, but will adhere to Iveda Solutions' policies and overall company goals.
"In the next few months, we will concentrate on integrating MEGAsys' accounting system, learning their operations, while identifying new business opportunities and leveraging each other's strengths", says Ly.
About Iveda Solutions
Iveda Solutions, Inc. - (OTCBB:IVDA) is the premier online surveillance technology innovator and Managed Video Services provider. Based in Mesa, AZ and incorporated in 2005, the company develops and markets enterprise-class video hosting and real-time remote surveillance services. Iveda Solutions has a SAFETY Act Designation by the Department of Homeland Security as a Qualified Anti-Terrorism Technology provider. For more information call 800-385-8618 or visit www.ivedasolutions.com.
About MEGAsys Taiwan
Sole-Vision Technology, doing business as MEGAsys Taiwan, was founded in 1998 by a group of sales and R&D professionals from Taiwan Panasonic Company. The company designs and integrates electronic security and surveillance products, software, and services. For more information visit
http://www.tdi-megasys.com/english/
This news release contains forward-looking statements. Actual results could vary materially from those expected due to a variety of risk factors. The Company's business is subject to significant risks and uncertainties discussed more thoroughly in Iveda Solutions' SEC filings, including but not limited to, its report on Form 10-K for the year ended December 31, 2010 and its subsequently filed quarterly reports on Form 10-Q. All forward-looking statements made herein are qualified by such risk factors and readers are advised to read such factors carefully. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
Contact:
Iveda Solutions
Phone: 480 307-8700
Fax: 480 248-3237
www.ivedasolutions.com
Luz A. Berg
Public Relations
lberg@ivedasolutions.com
Steve Wollach
Investor Relations
swollach@ivedasolutions.com

text: Iveda Solutions

text: MEGAsys Taiwan

text: Iveda Solutions

text: Sole-Vision Technologies

text: MEGAsys Taiwan

text: Iveda Solutions

text: David Ly

text: Iveda Solutions

text: MEGAsys

text: Iveda Solutions

text: MEGAsys

text: Iveda Solutions

text: Iveda Solutions

text: Iveda Solutions

text: Iveda Solutions

text: MEGAsys

text: MEGAsys

text: Iveda Solutions

text: Iveda Solutions

text: MEGAsys

text: Iveda Solutions

text: Iveda Solutions

text: Iveda Solutions

text: MEGAsys Taiwan

text: MEGAsys Taiwan

text: Iveda Solutions

text: Iveda Solutions


text:
EX-99.1
3
ex991-form8k071306.txt
EX-99.1
EX-99.1
ENERTECK CORPORATION
10701 Corporate Drive
Suite 150, Stafford, Texas 77477
Press Release
Contact:
Dwaine Reese
Chief Executive Officer
(281)240-1787
ENERTECK CORPORATION ANNOUNCES THE COMPLETION OF ITS
ACQUSITION OF THE ENERBURN TECHNOLOGY AND ASSETS
Stafford, Texas, July 19, 2006. EnerTeck Corporation (OTC
Bulletin Board: ETCK) (the "Company") today announced the
closing of the previously announced acquisition of the
EnerBurn technology and associated assets from the owner of
Ruby Cat Technology, LLC. As a result of this acquisition,
EnerTeck has completed the transformation from a sales
organization to a fully integrated manufacturer and
distributor of EnerBurn, the company's flagship diesel fuel
additive. The closing of this acquisition provides EnerTeck
with the proprietary technology to manufacture EnerBurn.
Dwaine Reese, CEO of the Company, commented "This
transaction has closed at an extremely opportune time in the
life-cycle of EnerTeck. With new customer orders and
reorders for EnerBurn accelerating, we are delighted to
offer even more benefits to our customers by supplying top
quality product without sacrificing service." Mr. Reese
further commented "The margin on in-house produced product
is significantly higher than that on externally
manufactured product, thus we firmly believe we will see enhanced
profitability going forward. The company continues to
benefit from increasing domestic demand and has increased
its capacity with this acquisition. In addition, we have
received numerous inquiries from international sources and
our next phase of growth should capitalize on converting
that interest to firm orders".
Statements contained herein that are not based upon current
or historical fact are forward-looking in nature. Such
forward-looking statements reflect the Company's
expectations about its future operating results, performance
and opportunities that involve substantial risks and
uncertainties. When used herein, the words "anticipate",
"believe", "estimate", "plan", "intend" and "expect" and
similar expressions, as they relate to EnerTeck
Corporation, or its management, are intended to identify
such forward-looking statements. These forward-looking
statements are based on information currently available to
the Company and are subject to a number of risks,
uncertainties, and other factors that could cause the
Company's actual results, performance, prospects, and
opportunities to differ materially from those expressed in,
or implied by, these forward-looking statements. Factors
that could cause or contribute to such differences include,
but are not limited to, such factors discussed in the
Company's Annual Report on Form 10-KSB for the year ended
December 31, 2005. Except as required by the Federal
Securities law, the Company does not undertake any
obligation to release publicly any revisions to any forward-
looking statements to reflect events or circumstances after
the date hereof or for any other reason.

text: ENERTECK CORPORATION

text: Dwaine Reese

text: ENERTECK CORPORATION

text: ENERBURN TECHNOLOGY

text: EnerTeck Corporation

text: EnerBurn technology

text: Ruby Cat Technology, LLC

text: EnerTeck

text: EnerTeck

text: Dwaine Reese

text: EnerTeck

text:
EnerTeck
Corporation


text:
EX-99.1
3
bws8k0520133x99_1.htm
EXHIBIT 99.1
bws8k0520133x99_1.htm
Exhibit 99.1
News
Contact:
Investors: Peggy Reilly Tharp
(314) 854-4134, ptharp@brownshoe.com
Media: Kelly Malone
(314) 854-4093, kmalone@brownshoe.com
Brown Shoe Company Announces Sale of Avia and Nevados
Company Retaining Ryka
ST. LOUIS, May 14, 2013 - Brown Shoe Company, Inc. (NYSE: BWS, brownshoe.com) today announced it has sold Avia and Nevados for $74 million, with the transaction closing immediately. Galaxy Brand Holdings, Inc. acquired the Avia and Nevados brands, while Brown Shoe Company is retaining Ryka, and other brands, and plans to use the proceeds from the sale to pay down debt.
Brown Shoe Company acquired Avia and Nevados as part of its American Sporting Goods (ASG) acquisition completed in February 2011 for $145 million and assumed debt. In October of 2011, the company sold the AND 1 brand, which was also part of the ASG acquisition, for $55 million.
"Although we were not actively marketing Avia for sale, it's a great brand with a strong heritage that appealed to Galaxy Brand Holdings. As a result, they made an offer which we believe is in the best interest of our shareholders to accept", said Diane Sullivan, president and chief executive officer of Brown Shoe Company. "We're excited about continuing to expand and strengthen the Ryka brand, which is the most integral and relevant part of the ASG acquisition for Brown Shoe Company".
"We are excited by the tremendous potential in both Avia and Nevados, and look forward to building on their foundations in the athletic and outdoor space", said Eddie Esses, chief executive officer of Galaxy Brand Holdings. "Both brands enjoy a loyal consumer base, and we are committed to continuing a tradition of serving all of our retail partners with innovative, high-quality products. We see significant opportunity -- in both domestic and international markets -- to drive the growth and continued development of these brands".
The realignment and integration related costs associated with this transaction are expected to result in a charge of $15 million to $17 million in fiscal 2013, or approximately $0.28 to $0.33 per diluted share on a GAAP basis. Of this amount, $11 million to $13 million is expected to be non-cash.
Brown Shoe Company will announce its first quarter 2013 financial results before market open on Wednesday, May 29. Company executives will host a financial analyst call at 9:00 a.m. ET that day, to discuss first quarter earnings and to provide a general business update.
The dial-in number for financial analysts in North America is (877) 217-9089 or (706) 679-1723 for international analysts, and the conference ID is
70291031
. To participate, please dial in a few minutes before the scheduled time. Employees, the media and the public are invited to listen to the call at
investor.brownshoe.com/news/events
.
A replay of the call will be available through Wednesday, June 12, 2013, by dialing (855) 859-2056 in North America (404) 537-3406 internationally and using the conference ID
70291031
. A webcast replay will also be archived for a limited period at
investor.brownshoe.com/news/events/archive
.
# # #
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
This press release contains certain forward-looking statements and expectations regarding the company's future performance and the performance of its brands. Such statements are subject to various risks and uncertainties that could cause actual results to differ materially. These risks include (i) changing consumer demands, which may be influenced by consumers' disposable income, which in turn can be influenced by general economic conditions; (ii) intense competition within the footwear industry; (iii) rapidly changing fashion trends and purchasing patterns; (iv) customer concentration and increased consolidation in the retail industry; (v) political and economic conditions or other threats to the continued and uninterrupted flow of inventory from China, where Brown Shoe Company relies heavily on manufacturing facilities for a significant amount of their inventory; (vi) the ability to recruit and retain senior management and other key associates; (vii) the ability to attract, retain and maintain good relationships with licensors and protect intellectual property rights; (viii) the ability to secure/exit leases on favorable terms; (ix) the ability to maintain relationships with current suppliers; (x) compliance with applicable laws and standards with respect to lead content in paint and other product safety issues; (xi) the ability to source product at a pace consistent with increased demand for footwear; and (xii) the impact of rising prices in a potentially inflationary global environment. The company's reports to the Securities and Exchange Commission contain detailed information relating to such factors, including, without limitation, the information under the caption Risk Factors in Item 1A of the company's Annual Report on Form 10-K for the year ended February 2, 2013, which information is incorporated by reference herein and updated by the company's Quarterly Reports on Form 10-Q. The company does not undertake any obligation or plan to update these forward-looking statements, even though its situation may change.
About Brown Shoe Company
Brown Shoe Company is a $2.6 billion, global footwear company whose shoes are worn by people of all ages, from all walks of life. Our products are available virtually everywhere - in the nearly 1,300 Famous Footwear and Naturalizer retail stores we operate, in hundreds of major department and specialty stores, on 14 branded ecommerce sites, and on many additional third-party retail websites. Through our broad range of products, we serve three key market segments. Our Family brands - Famous Footwear, Famous.com, and shoes.com - are one-stop-shopping destinations for high quality, affordable styles for a family's every occasion. Active people who want comfort, style and performance can look to our Healthy Living brands - Naturalizer, Dr. Scholl's Shoes, LifeStride and Ryka. Our Contemporary Fashion brands - Via Spiga, Vera Wang, Vince, Sam Edelman, Franco Sarto, Carlos Santana and Fergie Footwear - keep fashionistas in step with the latest trends. At Brown Shoe Company, we inspire people to feel good and live better... feet first!
About
Galaxy Brand Holdings, Inc.
Galaxy Brand Holdings, Inc. is a New York-based brand acquisition and development firm recently founded by a team of industry veterans. The company was formed to acquire brands and other intellectual property in the apparel, footwear and accessory markets, which have broad, global, consumer appeal.

text: Brown Shoe Company

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text: Galaxy Brand Holdings, Inc.

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EX-99.1
2
v392467_ex99-1.htm
EXHIBIT 99.1
News Release
Investor Contacts:
KCSA Strategic Communications
Philip Carlson / Brad Nelson
+1 212.896.1233 / +1 212.896.1217
pcarlson@kcsa.com / bnelson@kcsa.com
MagneGas Acquires
Independent Fuel Distribution Company
Company Acquires Equipment Sales and
Service, Inc. of Florida
TAMPA, FL - 10/27/14 -- MagneGas
Corporation ("MagneGas" or the "Company") (NASDAQ: MNGA), a technology company that counts among its inventions
a patented process that converts liquid waste into a hydrogen-based fuel, announced today that it has completed the acquisition
of Equipment Sales and Service, Inc. ("ESSI") of Clearwater, Florida. ESSI is an established industrial gas distribution
company with estimated 2014 gross revenues of almost $2 million earned through the sales of industrial gases and related products.
MagneGas has purchased this established
local industrial gas distributor to provide a platform to further MagneGas® fuel sales and expand its customer product availability.
The Company believes that the purchase of ESSI will allow more rapid market penetration to grow recurring sales of MagneGas®
fuel while offering a wider range of services to industrial, metalworking, and fabrication customers. Established more than 20
years ago, this distributor is one of the largest independently owned gas distribution companies in the area offering a broad range
of welding gas products and services. Magnegas purchased 100% of the outstanding stock of ESSI in exchange for $3 million in cash
paid at the closing. The acquisition is expected to bring the overall MagneGas fuel division to a breakeven level in 2015.
"Having founded
ESSI over 20 years ago based on customer service, I am pleased to see that it will stay independent with a Company such as MagneGas
that is focused customer satisfaction and innovation. I am excited to have found an independent Company that is growing and cares
about its customers as much as I do", stated Robert Ficocelli, Founder and CEO, Equipment Sales and Service, Inc.
"After acquiring
this local well-established gas distributor, we are now entering the next phase of our expansion into the industrial, metal working,
and fabrication markets. This purchase will provide a springboard to introduce and sell Magnegas2® fuel to a wider audience
of customers around the Tampa Bay area", stated Ermanno Santilli, CEO of MagneGas Corporation. "Separately, we have
purchased a nearby industrial building which will allow for the expansion of MagneGas headquarters as we continue to attract customers
and partners from around the world".
The MagneGas IR App is now available for
free in Apple's App Store for the iPhone or iPad
http://bit.ly/AfLYww
and at Google Play
http://bit.ly/Km2iyk
for Android mobile devices.
To be added to the MagneGas investor email
list, please email pcarlson@kcsa.com with MNGA in the subject line.
About MagneGas Corporation
Founded in 2007, Tampa-based MagneGas Corporation (NASDAQ: MNGA)
is a technology Company that counts among its inventions, a patented process that converts liquid waste into hydrogen based fuels.
The Company currently sells MagneGas® into the metal working market as a replacement to acetylene. It is also selling equipment
for the sterilization of bio-contaminated liquid waste for various industrial and agricultural markets. In addition, the Company
is developing a variety of ancillary uses for MagneGas® fuels utilizing its high flame temperature for co-combustion of hydrocarbon
fuels and other advanced applications. For more information on MagneGas®, please visit the Company's website at www.MagneGas.com.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking
statements as defined within Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. These statements relate to future events, including our ability to raise capital, or to our future financial
performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of
activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements
expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since
they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could,
and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement
reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions
relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or
revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those
anticipated in these forward-looking statements, even if new information becomes available in the future.
For a discussion of these risks and uncertainties,
please see our filings with the Securities and Exchange Commission. Our public filings with the SEC are available from commercial
document retrieval services and at the website maintained by the SEC at http://www.sec.gov.

text: MagneGas

text:
Equipment Sales and
Service, Inc.

text:
MagneGas
Corporation

text: MagneGas

text: Equipment Sales and Service, Inc.

text: ESSI

text: ESSI

text: MagneGas

text: MagneGas

text: ESSI

text: MagneGas

text: Magnegas

text: ESSI

text: MagneGas

text: ESSI

text: MagneGas

text: Robert Ficocelli

text: Equipment Sales and Service, Inc.

text: Ermanno Santilli

text: MagneGas Corporation

text: MagneGas

text: MagneGas

text: MagneGas

text: MagneGas Corporation

text: MagneGas Corporation

text: MagneGas

text: MagneGas

text: MagneGas


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EX-99.1
5
exh99-1_15158.txt
PRESS RELEASE
EXHIBIT 99.1
------------
SEMOTUS SELLS FINANCIAL WIRELESS ASSETS TO STOCKGROUP
PENDING MERGER WITH CITYTALK, INC. CONTINUES TO MOVE FORWARD
LOS GATOS, CA - MAY 9, 2007 - Semotus Solutions, Inc. (AMEX:DLK), an innovative
leader of software solutions for enterprise mobility, today announced that it
has signed an agreement to sell its wireless financial information assets to
Stockgroup Systems, Ltd. (OTCBB: SWEB, TSX-V: SWB). Semotus expects to benefit
over the next two years through a revenue share agreement, leveraging
Stockgroup's strength in the financial market niche.
Commenting on the asset sale, Anthony LaPine, CEO of Semotus, stated: "I am
pleased to have found a home for our legacy financial products. I am looking
forward to working with Marcus New, the President and CEO of Stockgroup, and his
talented team. This sale will enable Semotus to focus on our flagship product --
HiplinkXS -- and the completion of our pending merger with CityTalk".
Mr. New, President and CEO of Stockgroup, commented: "Stockgroup expects to
achieve significant synergy with the combination of the Semotus financial
products with those recently acquired from TCS. We look forward to a rewarding
and continuing relationship with Semotus to maximize the revenue these products
will contribute to both companies".
The asset sale was completed with the approval of CityTalk and will not have a
negative affect on the pending merger between CityTalk and Semotus. Semotus is
currently in the process of responding to various comments and questions from
the US Securities and Exchange Commission about the offering documents to be
used in connection with the proposed merger with CityTalk.
Customers of Semotus' wireless financial data services should not see any change
to their service. All of Semotus' wireless financial data services will continue
to run uninterrupted during the transition to Stockgroup, and the financial data
currently being provided through these services is expected to remain the same.
ABOUT SEMOTUS SOLUTIONS, INC.
Founded in 1993, Semotus Solutions (AMEX:DLK) is a provider of software for the
mobile enterprise, connecting people to critical business systems, information
and processes. Semotus has a Fortune 1000 customer base including Lockheed
Martin, Blue Cross Blue Shield, Coca-Cola, Hewlett Packard, Nextel
Communications, JP Morgan Chase and The United Nations. Semotus Solutions'
software provides mobility, convenience, efficiency and profitability in the
areas of workforce automation, finance, health care and m-commerce. For more
information, please visit the following web sites: www.semotus.com;
www.hiplinkwireless.com; www.clickmarks.com; www.xb.com.
ABOUT STOCKGROUP INFORMATION SYSTEMS INC.
StockgroupTM is a financial media company focused on user-generated content and
collaborative technologies. The Stockgroup platform for web-based portfolio
management, financial content and wireless market data is licensed to top North
American brokerage firms and media companies. The Stockgroup platform is also
extended through StockHouse.com, a leading online financial portal owned and
operated by Stockgroup. StockHouse.com is home to BullBoardsTM message board -
Canada's largest community of active investors. Recognized for its engaged
audience, StockHouse.com provides a sought-after demographic for advertisers.
To find out more about Stockgroup (OTCBB: SWEB, TSX-V: SWB), visit our website
at www.stockgroup.com, or contact:
Steve Gear
Director of Capital Markets
Stockgroup Information Systems Inc.
Ph: 604.288.2861 / 1.800.650.1211
# # #
This press release may be deemed to be solicitation material in respect of the
proposed merger with Citytalk, Inc. In connection with the proposed transaction,
Semotus plans to file a definitive proxy statement with the SEC. Investors and
security holders of Semotus are advised to read the DEFINITIVE proxy statement
and any other relevant documents filed with the SEC when they become available
because those documents will contain important information about the proposed
transaction. The final, definitive proxy statement will be mailed to
shareholders of Semotus. The preliminary proxy statement is, and the definitive
proxy statement and other relevant documents will be, available for free at the
SEC's web site at http://www.sec.gov. Free copies of the preliminary proxy
statement, the definitive proxy statement, when it becomes available, and
Semotus' other filings with the SEC may also be obtained from Semotus. Free
copies of Semotus' filings may be obtained by directing a request to Semotus
Solutions, Inc., 718 University Ave., Suite 202, Los Gatos, CA 95032 Attention:
Secretary.
Semotus and its respective directors, executive officers and other members of
its management and employees may be deemed to be soliciting proxies from
Semotus' shareholders in favor of the proposed transaction. Information
regarding Semotus' directors and executive officers is available in Semotus'
proxy statement for its 2006 annual meeting of stockholders, which was filed
with the SEC on July 26, 2006. Additional information regarding the interests of
such potential participants is included in the preliminary proxy statement filed
with the SEC on March 19, 2007 and will be included in the definitive proxy
statement, when it becomes available.
This press release contains forward-looking statements, which are made pursuant
to the Safe-Harbor provisions of the Private Securities Litigation Reform Act of
1995. Words such as "intends", "believes", and similar expressions reflecting
something other than historical fact are intended to identify forward-looking
statements, but are not the exclusive means of identifying such statements.
These forward-looking statements involve a number of risks and uncertainties,
including the timely development and market acceptance of products and
technologies, the ability to secure additional sources of finance, the ability
to reduce operating expenses, and other factors described in the Company's
filings with the Securities and Exchange Commission. The actual results that the
Company achieves may differ materially from any forward-looking statement due to
such risks and uncertainties. The Company undertakes no obligation to revise or
update any forward-looking statements in order to reflect events or
circumstances that may arise after the date of this release.

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EX-99.1
9
a19-28294_1ex99d1.htm
EX-99.1
Exhibit 99.1
Gemphire Therapeutics Announces Expected Closing Date of Merger with NeuroBo Pharmaceuticals
Ann Arbor, Mich., December 30 2019 - The pending merger between Gemphire Therapeutics Inc. (NASDAQ:GEMP) and NeuroBo Pharmaceuticals, Inc. is currently expected to close after market hours today, Monday, December 30, 2019, subject to satisfaction or waiver of all closing conditions.
As previously announced, Gemphire's stockholders voted to approve the proposals required to complete the merger transaction. In connection with these approvals, the Board of Directors of Gemphire has approved a reverse stock split of Gemphire's common stock at a ratio of one new share for every 25 shares outstanding, which is expected to become effective immediately prior to the consummation of the merger.
Immediately following the closing, the combined company will be renamed "NeuroBo Pharmaceuticals, Inc.", and is expected to begin trading on The Nasdaq Capital Market on a post-reverse stock split basis under the new ticker symbol "NRBO" on Tuesday, December 31, 2019.
Forward-Looking Statements
Statements contained in this press release regarding matters that are not historical facts are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements concerning the structure, timing and completion of the reverse stock split, proposed merger with NeuroBo, and listing on The Nasdaq Capital Market. The parties may not actually achieve the proposed merger or otherwise carry out the intentions or meet the expectations or projections disclosed in our forward-looking statements, and you should not place undue reliance on these forward-looking statements. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon Gemphire and NeuroBo's current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, risks and uncertainties associated with the ability to consummate the proposed merger. Risks and uncertainties facing Gemphire and NeuroBo are described more fully in Gemphire's periodic reports and the Form S-4 registration statement filed with the Securities and Exchange Commission. All forward-looking statements contained in this press release speak only as of the date on which they were made. Gemphire undertakes
no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.
Gemphire Contact:
Ashley Robinson
LifeSci Advisors LLC
(617) 535-7742
NeuroBo Contact:
Nicole Franklin
Racepoint Global
(617) 624-3264
nfranklin@racepointglobal.com

text: Gemphire Therapeutics

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text: Gemphire Therapeutics

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text: NeuroBo Pharmaceuticals

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EX-99.1
13
v013831_ex99-1.txt
PRESS RELEASE Source: Thomas Equipment Inc.
THOMAS EQUIPMENT INC. COMPLETES SIGNIFICANT STRATEGIC ACQUISITION OF
PNEUTECH INC. AND ITS SUBSIDIARIES
Monday February 28, 6:55 pm ET
PNEUTECH INC. BECOMES WHOLLY OWNED SUBSIDIARY OF THOMAS EQUIPMENT INC.
CENTREVILLE, New Brunswick--(BUSINESS WIRE)--Feb. 28, 2005-- Thomas Equipment
Inc. ("Thomas") (OTCBB:TEQI - News), www.thomas-equipment.com, today announced
that it completed its acquisition of Pneutech Inc. ("Pneutech") and Pneutech's
wholly owned subsidiaries, www.pneutech-rousseau.com. Thomas acquired one
hundred percent of Pneutech's outstanding stock in a stock for stock exchange.
Pneutech is primarily a manufacturer of hydraulic systems and is a strategic
supplier to Thomas. In the fiscal year ending October 31, 2004, Pneutech and its
subsidiaries had revenue of approximately C$65,000,000.
Pneutech's business units include:
Pneutech Inc.
http://www.pneutech.ca
Rousseau Controls Inc.
http://www.rousseaucontrols.com/
Samsung Industry Co. Ltd.
http://www.ss-ind.com/
Hydramen Fluid Power Limited
http://www.hydramen.com/
Pneutech Inc. was formed in 1973 and has over thirty-two years of experience in
the field of fluid power and specializes in the design engineering,
manufacturing and distribution of pneumatic and hydraulic systems and components
for all automation and motion control applications. Pneutech's manufacturing and
distribution facilities are located in Montreal, Toronto, Quebec City,
Chicoutimi, Trois-Rivieres and British Columbia.
Rousseau Controls Inc. was formed in 1948 to serve a growing need for fluid
power components in the Montreal area. Once the company was established and a
complete line of components obtained for representation, it became apparent that
customers also required application engineering assistance. Thus, the
manufacturing department, including an engineering group, was formed. The
corporation increased its research and development activities in 1988 in order
to maintain and improve its competitive position.
Samsung Industry Co. Ltd. was formed in 1995 as a pump and valve manufacturing
company. Today its focus is the manufacturing and distribution of spiral wound
metal gaskets and packing material. The Products of S.S.I. are gaining
recognition from both domestic and foreign industrial markets. They are
manufactured on the basis of alert and cautious "Quality Guaranty System" which
is applied to all processes. S.S.I.'s spirit of craftsmanship continuously
improves and develops new technologies to ensure the production of new and
superior products.
Hydramen Fluid Power Limited is a manufacturer of precision and custom cylinders
for both mobile and industrial product applications. With the use of its
state-of-the-art CNC machines, Hydramen core competencies include the production
of heavy duty cylinders with pressures up to 5000 P.S.I. In addition, Hydramen
is a distributor for leading manufacturers of fluid power components and
products. In addition, the current directors of Thomas assumed similar positions
with Pneutech.
"The Pneutech acquisition is a key element in our overall strategy of building
synergistic businesses with revolutionary technology." said Clifford Rhee,
President and CEO of Thomas. "In addition, Pneutech recently completed and
opened a state of the art plant in Busan, South Korea. With a modest capital
expenditure budget, this plant will accommodate a substantial portion of the new
orders resulting from our recently announced OEM Agreement with Hyundai Heavy
Industries. We are now poised for continued expansion, both through acquisitions
and via organic growth. Our mission is to make Thomas a leading international
manufacturer in all of its product lines." TEQI Chairman David M. Marks stated:
"This acquisition is integral to our overall acquisition strategy in this space.
Cliff and I are confident that we will create tremendous shareholder value, as
we continue to build the Thomas business." Thomas' counsel, Sichenzia Ross
Friedman Ference LLP, http://www.srff.com/, represented it in the transaction.
About Thomas Equipment Inc. ("TEQI"): Thomas Equipment Inc.,
www.thomas-equipment.com, www.thomasequipment.net and www.thomasloaders.com,
Thomas is an innovative and technologically advanced global manufacturer of a
full line of skid steer and mini skid steer loaders as well as attachments,
mobile screening plants and six models of mini excavators. Thomas distributes
its products through a worldwide network of distributors and wholesalers. In
addition, Thomas manufactures specialty industrial and construction products and
a complete line of potato harvesting and handling equipment.
Safe Harbor Statement Under the Private Securities Litigation Act of 1995 - With
the exception of historical information, the matters discussed in this press
release are forward-looking statements that involve a number of risks and
uncertainties. The actual future results of TEQI could differ significantly from
those statements. Factors that could cause actual results to differ materially
include risks and uncertainties such as the inability to finance the company's
operations or expansion, inability to hire and retain qualified personnel,
changes in the general economic climate, including rising interest rate and
unanticipated events such as terrorist activities. In some cases, you can
identify forward-looking statements by terminology such as "may", "will,"
"should", "expect", "plan", "anticipate", "believe", "estimate", "predict,"
"potential" or "continue", the negative of such terms, or other comparable
terminology. These statements are only predictions. Although we believe that the
expectations reflected in the forward-looking statements are reasonable, such
statements should not be regarded as a representation by the Company, or any
other person, that such forward-looking statements will be achieved. We
undertake no duty to update any of the forward-looking statements, whether as a
result of new information, future events or otherwise. In light of the
foregoing, readers are cautioned not to place undue reliance on such
forward-looking statements. For further risk factors see the risk factors
associated with our Company, review our SEC filings.
------------
Contact:
New-School Communications, LLC
Media:
Blois Olson, 651-221-1999
www.new-school.com
or
Redwood Consultants, LLC
Investors:
Jens Dalsgaard, 415-884-0348

text: Thomas Equipment Inc.

text: THOMAS EQUIPMENT INC.

text: PNEUTECH INC.

text: PNEUTECH INC.

text: THOMAS EQUIPMENT INC.

text:
Thomas Equipment
Inc.

text: Thomas

text: Pneutech Inc.

text: Pneutech

text: Pneutech

text: Thomas

text: Pneutech

text: Pneutech

text: Thomas

text: Pneutech

text: Pneutech

text: Pneutech Inc.

text: Hydramen Fluid Power Limited

text: Pneutech Inc.

text: Pneutech

text: Hydramen Fluid Power Limited

text: Thomas

text: Pneutech

text: Pneutech

text: Clifford Rhee

text: Thomas

text: Pneutech

text: Thomas

text: Thomas

text: Thomas

text: Friedman Ference LLP

text: Thomas Equipment Inc.

text: Thomas Equipment Inc.

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text:
EX-99
3
ex99-1.htm
PRESS RELEASE DATED SEPTEMBER 10, 2013
ex99-1.htm
Exhibit 99.1
Spherix Announces Closing of Acquisition of North South Holdings - Appointment of Anthony Hayes as new CEO
TYSONS CORNER, VA--(Marketwired - September 10, 2013) - Spherix Incorporated (NASDAQ: SPEX) ("Spherix" or the "Company") -- an intellectual property development company -- today announced that it closed on the acquisition of North South Holdings Inc. (hereinafter "North South"), previously announced on April 2, 2013. In addition, Spherix reported that it received NASDAQ approval for continued listing on the NASDAQ exchange.
Anthony Hayes, former CEO of North South, will take over as CEO of Spherix. Mr. Hayes commented, "We are very pleased to finalize the merger and we look forward to continuing to build a strong NASDAQ company for our shareholders".
North South, which is now part of Spherix, owns a patent portfolio consisting of 224 patents in the fields of wireless communications, satellite, solar, radio frequency and pharmaceutical distribution. North South is already managing its patent portfolio and has filed patent infringement litigation against T-Mobile USA and two lawsuits related to pharmaceutical distribution. North South's portfolio adds both breadth and scope to the group of patents in the mobile communication sector recently acquired from Rockstar Consortium.
About Spherix
Spherix Incorporated was launched in 1967 as a scientific research company. Spherix presently offers a diversified commercialization platform for protected technologies. The company continues to work on life sciences and drug development and presently is exploring opportunities in nutritional supplement products relying on its D-Tagatose natural sweetener as a GRAS ingredient. Spherix is committed to advancing innovation by active participation in all areas of the patent market. Spherix draws on portfolios of pioneering technology patents to partner with and support product innovation. Through its recently announced acquisition of several hundred patents Spherix intends to expand its activities in wireless communications and telecommunication sectors including antenna technology, Wi-Fi, base station functionality, and cellular. No assurance can be given that the Company's patents or efforts seeking to license or enforce any patents will be successful, generate income or result in profits for the Company.
Forward Looking Statements
Certain statements in this press release constitute "forward-looking statements" within the meaning of the federal securities laws. Words such as "may", "might", "will", "should", "believe", "expect", "anticipate", "estimate", "continue", "predict", "forecast", "project", "plan", "intend" or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of this release. These forward looking statements are based upon current estimates and assumptions and are subject to various risks and uncertainties, including without limitation those set forth in the Company's filings with the Securities and Exchange Commission (the "SEC"), not limited to Risk Factors relating to its patent business contained therein. Thus, actual results could be materially different. The Company expressly disclaims any obligation to update or alter statements whether as a result of new information, future events or otherwise, except as required by law.
Contact
:
Spherix Incorporated
Investor Relations
Phone: (703) 992-9325
Email:
info@spherix.com

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EX-99.1
2
dex991.htm
PRESS RELEASE DATED FEBRUARY 3, 2005.
Press Release dated February 3, 2005.
Exhibit 99.1
FOR IMMEDIATE RELEASE
Investor Contact:
Media Contact:
Robert S. Schneider
Maria F. Slippen
U.S.I. Holdings Corporation
U.S.I. Holdings Corporation
914-749-8502
914-749-8511
rschneider@usi.biz
maria.slippen@usi.biz
U.S.I. Holdings
Corporation Closes Acquisition of Summit Global Partners
BRIARCLIFF MANOR,
N.Y., February 3, 2005 - U.S.I. Holdings Corporation ("USI"), (NASDAQ: USIH) today announced the closing of the previously announced acquisition of Dallas, TX headquartered Summit Global Partners ("SGP"). Terms of the
transaction were not disclosed.
Established in 1996, SGP is, according to
published sources, the 14th largest privately held insurance brokerage firm in the United States. SGP specializes in
risk management and employee benefits for middle market companies throughout the U.S. with offices in Texas, Florida, Illinois, California, Tennessee, New Mexico and Michigan. SGP is expected to contribute approximately $66 million of revenues to
USI on an annual basis.
David L. Eslick, USI's Chairman, President and
CEO, said, "USI is committed to growth through acquisitions of strong agencies with quality professionals that strengthen our existing geographic footprint and enable us to provide the highest quality service to our clients locally and
nationally. The synergies created by the combination of USI and SGP will benefit the clients of both companies through expanded and enhanced product offerings and increased efficiencies. I am pleased to officially welcome Jeff Pan, Jeff Haynes, Jack
Wagner and the entire SGP team and look forward to working together to exceed our clients' expectations".
Joseph R. Wiedemann, Chairman of Summit Global Partners, said, " With the completion of this transaction with USI, our goal of offering enhanced insurance and
professional services to our clients has been achieved, and we have increased our ability to form strategic relationships. Working as a team, the employees of SGP and USI will leverage their skills and resources to deliver the highest quality
products and services to current and potential clients".
This press release contains "forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be identified by words such as "expects", "anticipates", "intends", "plans", "believes", "seeks", "estimates",
"will" or words of similar meaning and include, but are not limited to, statements about the acquisition and the expected future business and financial performance of USI resulting from and following the acquisition. These statements are
based on management's current expectations and are inherently subject to uncertainties and changes in circumstances. Detailed information about the factors that could cause actual results to differ materially from those described in the
forward-looking statements is contained in USI's filings with the SEC. All forward-looking statements included in this press release are made only as of the date of this press release, and USI does not undertake any obligation to publicly
update or correct any forward-looking statements to reflect events or circumstances that subsequently occur or of which USI hereafter becomes aware.
About U.S.I. Holdings Corporation
Founded in 1994, USI is a leading distributor of insurance and financial products and services to businesses throughout the United States. USI is headquartered in
Briarcliff Manor, NY, and operates out of 63 offices in 19 states. Additional information about USI may be found at www.usi.biz.

text: U.S.I. Holdings Corporation

text: U.S.I. Holdings Corporation

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U.S.I. Holdings
Corporation

text: Summit Global Partners

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text: Summit Global Partners

text: Joseph R. Wiedemann

text: Summit Global Partners

text: U.S.I. Holdings Corporation