text:
EX-99.2
5
a06-10673_1ex99d2.htm
EX-99
Exhibit 99.2
NeoRx Closes
$65 Million Financing Transaction
- Nicholas J. Simon Joins Board of Directors -
SEATTLE
(April 27, 2006) - NeoRx Corporation (NASDAQ:NERX) today announced that it has
completed its previously announced $65 million private placement of common
stock and warrants to a group of investors led by MPM Capital and other
investors, including Bay City Capital, Deerfield Management Company, Abingworth
and funds managed by T. Rowe Price Associates, Inc. The Company also announced that, concurrent
with closing of the financing, Nicholas J. Simon, representing MPM Capital, was
appointed to NeoRx's board of directors, bringing the size of the board to nine
members. In addition, it was announced
that Alan Glassberg, M.D., will be joining the Company in an executive capacity
later this year and, therefore, will not stand for reelection as a director at
the Company's annual meeting of shareholders to be held on June 16, 2006.
"This financing is a significant milestone
for NeoRx because it represents an acknowledgement of the potential of
picoplatin and provides us with resources to advance our picoplatin development
program for small cell lung and other solid tumors", said Jerry McMahon, Ph.D.,
chairman and chief executive officer of NeoRx. "The financing also enables us to pursue our strategic
objective of building a diverse pipeline and repositioning the company as a
specialty pharmaceutical company focused on oncology".
Picoplatin,
the Company's lead
product candidate, is a new generation platinum therapy that provides a differentiated spectrum
of activity, reduced reactivity and an improved safety profile. An intravenous
chemotherapeutic agent, picoplatin is designed to overcome platinum resistance associated with the treatment
of solid tumors. In addition, testing in
more than 500 patients in Phase 1 and 2 safety and efficacy studies indicated
that picoplatin has a more manageable safety profile with fewer side effects
than currently available platinum-based therapies. NeoRx initiated a Phase 2 clinical trial of
picoplatin in small cell lung cancer in North America last year and recently
announced the expansion of this trial into selected Eastern European countries. The Company plans to initiate mid-stage
trials in other cancer types later this year.
Appointment
of Nicholas J. Simon as Director
Mr.
Simon has served as a general partner of MPM BioVentures III since October 2001. He has been a managing director of Clarus
Ventures, LLC, a life sciences focused venture capital firm, since February
2005. Mr. Simon has more than 26 years
of industry and investment experience in biotechnology. From 2000 to July 2001, he was chief executive
officer, founder and a director of Collabra Pharma, Inc., a pharmaceutical
development company. From 1989 to 2000, Mr.
Simon served in various management positions at Genentech, Inc., including vice
president of business and corporate development. Mr. Simon currently serves on the boards of directors
of Barrier Therapeutics, Inc. and CoTherix, Inc., both public biotechnology companies. In addition, he is a director of ARYx
Therapeutics, Inc., NeoSil Incorporated, QuatRx Pharmaceuticals Co. and Verus
Pharmaceuticals, Inc., which are private biotechnology
companies.
He also is on the advisory council at
the Gladstone Institute, a private not-for-profit research institute affiliated
with the University of California San Francisco. Mr. Simon received a B.S. degree in microbiology
from the University of Maryland and an M.B.A. in marketing from Loyola University.
"Nick is an outstanding addition to our board,"
said Dr. McMahon. "His real-life experience
and comprehensive knowledge of the biotech industry will provide us with critical
insights as we work to move picoplatin through development into commercialization
and pursue strategic opportunities to diversify our oncology pipeline. Further, we are grateful for Dr. Glassberg's
service on the board and are thrilled that he will be joining our executive
management team later this year".
Private
Placement Financing
The
Company previously announced that it had entered into a definitive agreement dated
as of February 1, 2006, subject to certain closing and other conditions, for a
$65 million private placement of shares of common stock and warrants to the investors. Conditions to consummating the private
placement included obtaining shareholder approval of the terms of the securities
financing and related transactions and of the filing of an amendment of the
Company's articles of incorporation to increase the authorized common stock of
the Company to 200,000,000 shares. The Company's
shareholder's approved the terms of the securities financing and the amendment
to increase the Company's authorized common shares at a special meeting of
shareholders held on April 25, 2006. The
remaining conditions necessary to consummation of the financing, including the
conversion of the Company's outstanding shares of Series B convertible preferred
stock, were subsequently satisfied and the closing occurred effective as of April
26, 2006.
About NeoRx
NeoRx is a specialty pharmaceutical company
dedicated to the discovery, development and commercialization of oncology drugs
that impact the lives of individuals afflicted with cancer. The Company currently is focusing its development
efforts on picoplatin, a new generation platinum therapy that provides a
differentiated spectrum of activity, reduced reactivity and an improved safety
profile.
An intravenous chemotherapeutic, picoplatin is designed to overcome multiple mechanisms
of platinum-based chemoresistance. NeoRx
also is collaborating with the Scripps Florida Research Institute on the
discovery of novel, small-molecule, multi-targeted protein kinase inhibitors
for the treatment of cancer. For more
information, visit www.neorx.com.
This release contains forward-looking statements,
including statements regarding the Company's business model, drug development
programs and clinical trial plans. The
Company's actual results may differ materially from those indicated in these
forward looking statements based on a number of factors, including anticipated
operating losses, uncertainties associated with research, development, testing
and related regulatory approvals, future capital needs and uncertainty of
additional financing, competition, uncertainties associated with intellectual
property, dependence on third-party manufacturers, suppliers and collaborators,
lack of sales and marketing experience, loss of key personnel, uncertainties
associated with market acceptance, technology change and government regulation,
and the other risks and uncertainties described in the Company's current and
periodic reports filed with the Securities and Exchange Commission, including
NeoRx's Annual Report on Form 10-K for the year ended December 31, 2005. Readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as of the date
of this release. The Company undertakes
no obligation to update any
2
forward-looking statement to reflect new
information, events or circumstances after the date of this release or to
reflect the occurrence of unanticipated events.
© 2006 NeoRx Corporation. All Rights
Reserved.
For Further Information:
Julie Rathbun
Corporate Communications
NeoRx Corporation
300 Elliott Avenue West, Suite 500
Seattle, WA
98119
206-286-2517
jrathbun@neorx.com
#
# #
3

text: NeoRx Corporation

text: MPM Capital

text: T. Rowe Price Associates, Inc.

text: MPM Capital

text:
Clarus
Ventures, LLC

text: NeoRx Corporation

text: NeoRx Corporation


dataset: buster

text:
EX-99.1
3
w63838exv99w1.htm
PRESS RELEASE
exv99w1
Exhibit 99.1
FOR IMMEDIATE RELEASE
JULY 18, 2008
CONTACT: Michelle Karas
570-387-7174
mkaras@firstcolumbiabank.com
CCFNB BANCORP, INC. AND COLUMBIA FINANCIAL CORPORATION
COMPLETE MERGER OF EQUALS
BLOOMSBURG, PENNSYLVANIA - July 18, 2008
- CCFNB Bancorp, Inc. (OTCBB: CCFN), announced
today that it has completed its merger of equals with Columbia Financial Corporation, the holding
company for First Columbia Bank & Trust Co. As a result of the merger, CCFNB Bancorp, Inc. will
have total assets of approximately $570 million, and create the second largest independent publicly
traded bank holding company headquartered in the four county region of Columbia, Montour,
Northumberland, and Luzerne Counties.
The resulting holding company will remain CCFNB Bancorp, Inc., and the resulting bank will
remain First Columbia Bank & Trust Co. CCFNB common stock will continue to trade under the CCFN
symbol and be quoted on the OTC Bulletin Board.
Under the terms of the merger agreement, former Columbia Financial Corporation shareholders
will receive 0.72 shares of CCFNB Bancorp, Inc. common stock for each share of Columbia Financial
common stock that they own. Former Columbia Financial shareholders will be receiving letters of
transmittal regarding the procedures for the exchange of share certificates in the near future.
"We are grateful for the patience and support our shareholders, customers and employees have
given us during this period of transition which began with our announcement to join forces in
November 2007", said Lance O. Diehl, President and Chief Executive Officer of the combined
organization. "With the integration of these two customer and community focused financial
institutions, we have positioned ourselves to provide more lending opportunities and a wider array
of products and services".
Glenn E. Halterman, Chairman, commented, "Today marks the beginning of a new First Columbia
Bank & Trust Co. As a combined organization, we will achieve greater positive results for our
shareholders, customers, communities and employees".
About the Company
CCFNB Bancorp, Inc. is a financial holding company, headquartered in Bloomsburg, Pennsylvania.
It is the parent company of First Columbia Bank & Trust Co., a full service community commercial
bank with 14 branches located in Columbia, Northumberland, and Luzerne Counties. First Columbia
engages in a full line of personal, business and municipal financial services and alternative
investment products, including, under full trust powers, a complete line of corporate and personal
fiduciary services.
Website: www.firstcolumbiabank.com
Contacts:
Lance O. Diehl, President and Chief Executive Officer, CCFNB Bancorp, Inc. and First Columbia Bank
& Trust Co., 570-387-3464
Michelle M. Karas, Vice President and Marketing Director, First Columbia Bank & Trust Co.,
570-387-7174
Forward Looking Statements
Certain statements contained herein may be considered "forward-looking statements" as defined in
the Private Securities Litigation Reform Act of 1995. These statements are based upon the belief
of the management of CCFNB Bancorp, Inc. (CCFNB), and may be, but not necessarily are, identified
by such words as "expect", "plan", "anticipate", "target", "forecast", and "goal". Because such
"forward-looking statements" are subject to risks and uncertainties, actual results may differ
materially from those expressed or implied by such forward-looking statements. Factors that could
cause actual results to differ materially from CCFNB's expectations include, but not limited to,
changes in monetary and fiscal policies of the Federal Reserve Board and the U.S. Government,
particularly related to changes in interest rates, changes in general economic conditions,
legislative or regulatory changes, downturn in the demand for loan, deposit and other financial
services in First Columbia Bank & Trust Co.'s market areas, increased competition from other banks
and non-bank providers of financial services, technological changes and increased
technology-related costs, changes in accounting principles, or the application of generally
accepted accounting principles and other similar outside influences including those detailed in
CCFNB's filings with the Securities and Exchange Commission. Except as otherwise stated in this
news announcement, CCFNB assumes no obligation to update publicly or revise any forward-looking
statements because of new information, future events or otherwise.
###

label: organization

text: CCFNB BANCORP, INC.

text: COLUMBIA FINANCIAL CORPORATION

text: CCFNB Bancorp, Inc.

text: Columbia Financial Corporation

text: CCFNB Bancorp, Inc.

text: CCFNB Bancorp, Inc.

text: Columbia Financial Corporation

text: CCFNB Bancorp, Inc.

label: person

text: Lance O. Diehl

text: Glenn E. Halterman

text: CCFNB Bancorp, Inc.

text: Lance O. Diehl

text: CCFNB Bancorp, Inc.

text: Michelle M. Karas

text: CCFNB Bancorp, Inc.

source_dataset: expertai/BUSTER

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


text:
EX-99.1
3
d863341dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
Shell Midstream Partners, L.P. Closes on Previously Announced Transactions and Announces Updated Guidance
HOUSTON, April 2, 2020 - Shell Midstream Partners, L.P. (NYSE: SHLX) (the "Partnership" or "SHLX") today announced that on
April 1, 2020 it closed the transactions contemplated by the previously announced Restructuring Agreement with its general partner to eliminate all incentive distribution rights ("IDRs") and general partner ("GP") economic
interests in SHLX. SHLX has also closed the transactions contemplated by the previously announced Purchase and Sale Agreement with affiliates of its sponsor, Royal Dutch Shell plc ("Shell"), under which it acquired (i) Shell's
79% interest in Mattox Pipeline Company LLC, which owns the Mattox Pipeline, and (ii) certain logistics assets at the Shell Norco Manufacturing Complex. As consideration for the assets and the elimination of IDRs and the GP economic interests,
the sponsor received 160 million newly issued SHLX common units, plus $1.2 billion of Series A perpetual convertible preferred units at a price of $23.63 per unit.
Further, in response to the current extraordinary and volatile market conditions resulting in lower demand across our assets, the Partnership is providing the
following updates related to the 2020 guidance it previously provided in its press release dated February 28, 2020 (the "prior press release"):
.
The Partnership currently intends to maintain its existing distribution policy of $0.46 per common unit per
quarter for 2020 and plans to access its credit facilities if needed to make up for any operational cash shortfalls.
.
With the unprecedented impacts of the global
COVID-19
pandemic and
resulting lack of clarity on crude and finished products supply and demand, the Partnership is withdrawing the guidance that was provided in the prior press release regarding its estimated coverage ratio for 2020. SHLX continues to monitor the
volatile business environment and will provide further updates on its 1Q 2020 conference call with analysts and investors, the planned details of which can be found below.
.
The Partnership's available liquidity as of March 31, 2020 is estimated to be
approximately $1.2 billion, and SHLX does not expect to have any near-term need to access the capital markets for debt or equity. Additionally, SHLX has no scheduled near-term maturities of its senior notes or credit facilities, with the
earliest scheduled maturity in 2022.
.
SHLX expects to announce its earnings for the first quarter of 2020 on Thursday, May 7, 2020, before
the New York Stock Exchange opens for trading. Following the announcement, the Partnership intends to host a conference call at 10:00 a.m. CDT with analysts and investors. Interested parties may listen to the conference call on
the Partnership's website at www.shellmidstreampartners.com by clicking on the link titled "2020 First Quarter Financial Results" in the "Events & Conferences" section of the website. A replay of the webcast
will be posted on the Partnership's website following the event.
SHLX remains focused on the health and safety of its people,
customers, vendors, partners and the broader community as the Partnership's top priority during the global
COVID-19
pandemic. The Partnership has implemented pandemic response and business continuity
plans to prevent illness and provide reliable and safe operations, while maintaining regular communication with customers.
ABOUT SHELL MIDSTREAM
PARTNERS, L.P.
Shell Midstream Partners, L.P., headquartered in Houston, Texas, owns, operates, develops and acquires pipelines and other midstream
and logistics assets. The Partnership's assets include interests in entities that own crude oil and refined products pipelines and terminals that serve as key infrastructure to (i) transport onshore and offshore crude oil production to
Gulf Coast and Midwest refining markets, (ii) deliver refined products from those markets to major demand centers and (iii) storage tanks, docks, truck and rail racks and other infrastructure used to stage and transport intermediate and
finished products. The Partnership's assets also include interests in entities that own natural gas and refinery gas pipelines that transport offshore natural gas to market hubs and deliver refinery gas from refineries and plants to chemical
sites along the Gulf Coast.
For more information on Shell Midstream Partners, L.P. and the assets owned by the Partnership, please visit
www.shellmidstreampartners.com.
FORWARD LOOKING STATEMENTS
This press release includes various "forward-looking statements" within the meaning of the Securities Act of 1933, as amended, and the Securities
Exchange Act of 1934, as amended. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements are statements of future expectations that are based on management's
current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. Forward-looking statements
include, among other things, statements concerning management's expectations, beliefs, estimates, forecasts, projections and assumptions.
You can identify our forward-looking statements by words such as "anticipate", "believe", "estimate", "budget", "continue",
"potential", "guidance", "effort", "expect", "forecast", "goals", "objectives", "outlook", "intend", "plan", "predict",
"project", "seek", "target", "begin", "could", "may", "should" or "would" or other similar expressions that convey the uncertainty of future events or outcomes. In
accordance with "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, these statements are accompanied by cautionary language identifying important factors, though not necessarily all such factors, which could
cause future outcomes to differ materially from those set forth in forward-looking statements. In particular, expressed or implied statements concerning future growth, future actions, the continued effects of the global
COVID-19
pandemic on demand, the effects of the continued volatility of commodity prices and the related macroeconomic and political environment, future drop downs, volumes, capital requirements, conditions or
events, future operating results or the ability to generate sales, the potential exposure of the Partnership to market risks, and statements relating to the expected amount of distributions, coverage ratios and expectations regarding not accessing
the capital markets for debt or equity in the near-term are forward-looking statements. Forward-looking statements are not guarantees of performance. They involve risks, uncertainties and assumptions. Future actions, conditions or events and future
results of operations may differ materially from those expressed in these forward-looking statements. Forward-looking statements speak only as of the date of this press release, April 2, 2020, and we disclaim any obligation to update publicly
or to revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. All forward-looking statements contained in this document are expressly qualified in their entirety by the
cautionary statements contained or referred to in this paragraph. Many of the factors that will determine these results are beyond our ability to control or predict. More information on these risks and other potential factors that could affect the
Partnership's financial results is included in the Partnership's filings with the U.S. Securities and Exchange Commission, including in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition
and Results of Operations" sections of the Partnership's most recently filed periodic reports on Form
10-K
and Form
10-Q
and subsequent filings. If any of
those risks occur, it could cause our actual results to differ materially from those contained in any forward-looking statement. Because of these risks and uncertainties, you should not place undue reliance on any forward-looking statement.
SHELL and the SHELL Pecten are registered trademarks of Shell Trademark Management, B.V. used under license.
April 2, 2020
Inquiries:
Shell Media Relations
Americas: +1 832 337 4355
Shell Investor Relations
North America: +1 832 337 2034

text: Shell Midstream Partners, L.P.

override: organization

text: Shell Midstream Partners, L.P.

text: Mattox Pipeline Company LLC

text: Shell Norco Manufacturing Complex

text:
SHELL MIDSTREAM
PARTNERS, L.P.

text: Shell Midstream Partners, L.P.

text: Shell Midstream Partners, L.P.


text:
EX-99
2
ex99-1.txt
EX. 99.1 - PRESS RELEASE
Exhibit 99.1
Franklin Capital Corporation Completes Acquisition of SurgiCount Medical, Inc.
SANTA MONICA, Calif.--March 2, 2005--Franklin Capital Corporation (AMEX: FKL)
announced today that it has completed the previously announced acquisition of
SurgiCount Medical, Inc., a developer of patient safety devices featuring The
Safety-Sponge(TM) System, which allows for faster and more accurate counting of
surgical sponges.
"With the completion of the SurgiCount Medical acquisition", said Milton "Todd"
Ault, III, the Chairman and Chief Executive Officer of Franklin Capital,
"Franklin Capital has taken another important step in its stated restructuring
plan and has firmly positioned Franklin to be a leader in the patient safety
sector. We are thrilled to be a pioneer of this new and exciting sector which
has a large potential for growth".
As previously announced, Franklin Capital will seek stockholder approval at its
upcoming annual meeting of stockholders, currently scheduled for March 29, 2005,
to change its name from "Franklin Capital Corporation" to "Patient Safety
Technologies, Inc." in order to more accurately reflect and represent Franklin
Capital's current and proposed business activities".
For more information on Franklin Capital and SurgiCount Medical, please go to
www.franklincapitalcorp.com or www.surgicountmedical.com.
ADDITIONAL INFORMATION
Franklin Capital has filed with the SEC a preliminary proxy statement in
connection with its upcoming annual meeting of stockholders. The information
contained in the preliminary proxy statement is not complete and may be changed.
Franklin Capital's stockholders are advised to read the definitive proxy
statement relating to the annual meeting of stockholders of Franklin Capital
when it becomes available, as it will contain important information. You may
also obtain the documents filed by Franklin Capital with the Securities and
Exchange Commission for free at the Internet website maintained by the
Securities and Exchange Commission at www.sec.gov. In addition, Franklin Capital
will mail the definitive proxy statement to each stockholder of record on the
record date to be established for the upcoming annual meeting of stockholders of
Franklin Capital. Copies of the definitive proxy statement will also be
available for free by writing to Corporate Secretary, Franklin Capital
Corporation, 100 Wilshire Boulevard, Suite 1500, Santa Monica, CA 90401.
Franklin Capital, its directors and its executive officers may be deemed to be
participants in the solicitation of proxies in connection with the upcoming
annual meeting of stockholders. Information regarding these participants is
contained in a filing under Rule 14a-12 of the Securities and Exchange Act of
1934 filed by Franklin Capital Corporation with the SEC on January 3, 2005.
FORWARD-LOOKING STATEMENTS
This press release contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act
of 1934, as amended. These forward-looking statements can generally be
identified as such because the context of the statement will include words such
as "expects", "should", "believes", "anticipates" or words of similar import.
Examples of such statements include, without limitation, the statements made by
Milton "Todd" Ault, III and statements relating to Franklin Capital's proposed
business activities. Stockholders, potential investors and other readers are
cautioned that these forward-looking statements are predictions based only on
current information and expectations that are inherently subject to risks and
uncertainties that could cause future events or results to differ materially
from those set forth or implied by the forward- looking statements. Certain of
those risks and uncertainties are discussed in the Franklin Capital's filings
with the Securities and Exchange Commission, including Franklin Capital's annual
report on Form 10-K and quarterly reports on Form 10-Q. These forward-looking
statements are only made as of the date of this press release and Franklin
Capital does not undertake any obligation to publicly update such
forward-looking statements to reflect subsequent events or circumstances.
----------------------
Contact:
Franklin Capital Corporation
Nicolas Soichet, 310-752-1416
Investor.relations@franklincapitalcorp.com
www.franklincapitalcorp.com

text: Franklin Capital Corporation

text: SurgiCount Medical, Inc.

text: Franklin Capital Corporation

text: SurgiCount Medical, Inc.

text: SurgiCount

text: Franklin Capital

text: Franklin Capital

text: Franklin Capital

text: Franklin Capital Corporation

text:
Franklin
Capital

text: Franklin Capital

text: Franklin Capital

text: Franklin Capital

text: Franklin Capital

text: Franklin Capital

text: Franklin Capital

text: Franklin Capital

text:
Franklin Capital
Corporation

text: Franklin Capital

text: Franklin Capital Corporation

text: Franklin Capital

text: Franklin Capital

text: Franklin Capital

text:
Franklin
Capital

text: Franklin Capital Corporation


text:
EX-99.1
3
gpre-20180801xex99_1.htm
EX-99.1
Exhibit 991
Exhibit 99.1
Green Plains Acquires Bartlett Cattle Company
OMAHA, Neb., Jul. 31, 2018 (GLOBE NEWSWIRE)  Green Plains Inc. (NASDAQ:GPRE) today announced that its subsidiary, Green Plains Cattle Company, has signed a definitive agreement to acquire two cattle-feeding operations from Bartlett Cattle Company LC for approximately $16 million, plus working capital. The transaction includes two feed yard operations located in Sublette, Kansas and Tulia, Texas with combined capacity of approximately 97,000 head, increasing Green Plains Cattle's feeding operations to 355,000 head of capacity.
"Our success in cattle feeding over the last four years gives us confidence to continue growing in this area and adding the Bartlett cattle-feeding operations fits seamlessly into our protein growth strategy", commented Todd Becker, president and chief executive officer of Green Plains. "Expanding our feeding operations by 38% strengthens our ability to further supply our internal demand for the distillers grains and corn oil we produce. This acquisition will be immediately accretive to our earnings in the third quarter and enhances our ability to deliver more stable and consistent earnings to our shareholders".
The acquisition includes the purchase of working capital, comprised of cattle, grain and other inventories totaling approximately $109 million. The two feedlots consist of approximately 2,100 acres of land, grain storage and excellent water sources.
In conjunction with the close of the transaction, the company will be amending the Green Plains Cattle senior secured revolving credit facility, increasing the maximum commitment from $425 million to $500 million to fund the additional working capital requirements related to the Bartlett acquisition. The amended credit facility includes an accordion feature that enables the credit facility to be increased by up to $100 million with agent approval.
The transaction is expected to close Aug. 1, 2018.
About Green Plains Inc.
Green Plains Inc. (NASDAQ:GPRE) is a diversified commodity-processing business with operations related to ethanol production, grain handling and storage, cattle feeding, food ingredients, and commodity marketing and logistics services. The company is one of the leading producers of ethanol in the world and, through its adjacent businesses, is focused on the production of high-protein feed ingredients and export growth opportunities. Green Plains owns a 62.5% limited partner interest and a 2.0% general partner interest in Green Plains Partners. For more information about Green Plains, visit www.gpreinc.com.
Forward-Looking Statements
This news release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements reflect management's current views, which are subject to risks and uncertainties including, but not limited to, anticipated financial and operating results, plans and objectives that are not historical in nature. These statements may be identified by words such as "believe", "expect", "may", "should", "will" and similar expressions. Factors that could cause actual results to differ materially from those expressed or implied include risks related to Green Plains' ability to realize the anticipated benefits of the feedlot acquisition and other risks discussed in Green Plains' reports filed with the Securities and Exchange Commission. Investors are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this news release. Green Plains assumes no obligation to update any such forward-looking statements, except as required by law.
Contact: Jim Stark, Vice President - Investor and Media Relations, Green Plains Inc. (402) 884-8700
###

text: Green Plains

text: Green Plains

text: Green Plains

text: Bartlett Cattle Company LC

text: Green Plains

text: Todd Becker

text: Green Plains

text: Green Plains

text: Green Plains

text: Green Plains

text: Green Plains

text: Green Plains

text: Green Plains

text: Green Plains

text: Green Plains

text: Green Plains

text: Jim Stark

text: Green Plains


text:
EX-99.1
3
westm_ex99-1.htm
PRESS RELEASE OF WESTMONT RESOURCES INC, DATED FEBRUARY 8, 2011.
westm_ex99-1.htm
Westmont Resources Files (8-K) Disclosing the Completion of the Acquisition of Oil & Natural Gas Shale Assets in Marcellus-Chattanooga
BELLEVUE, WA, February 8, 2011, Westmont Resources Inc. (OTCBB: WMNS) today announced the filing of a Current Report on Form 8-K announcing that it has completed the acquisition of 92 wells in the Chattanooga Shale region in the northern tier of Tennessee from Domestic Energy Corporation.
Preliminary estimates indicate that the value of the estimated reserves for these latest 92 wells could potentially reach in excess of $100MM. This is based on the company's review of other assessments and production in the immediate area. The company is finalizing confirmation of the true bankable reserves by a review conducted by a recognized independent oil industry geologist.
Westmont's portfolio, in addition to this most recent acquisition in the Tennessee Chattanooga Shale region, includes joint ventures developing two significant blocks in the Marcellus Shale region including, 1,800 lease acres in Western Pennsylvania and 1,650 lease acres in West Virginia. "Our Tennessee assets are an excellent fit with our existing core areas and will expand our portfolio, which is balanced in terms of geography and geology", said Glenn McQuiston, Westmont's President. "This transaction is similar to our earlier strategic steps, bringing near-term production and cash flow as well as long-term upside potential with identified exploration opportunities".
"This is a strategic step and a natural extension into the Chattanooga", McQuiston continued. "We have considered extending our Marcellus natural resources operations into the Chattanooga region for some time and this acquisition provides a significant beachhead for growth in the region and complements our existing strengths in both West Virginia and Pennsylvania. It's the right time because recent advances in seismic technology and continued enhancements in facilities design have reduced the risks in one of the world's oldest basins which is now showing significant renewed potential".
About Westmont Resources
Westmont Resources is an independent natural resource and development company headquartered in Bellevue, Washington, with principal operations in the United State. Westmont deploys the latest systems and methods, principally its own proprietary technologies, to expand the production of oil and gas in the face of ever-rising demand. Westmont's strategy of obtaining peak efficiency and production by unlocking the reserves from existing assets becomes increasingly profitable. Westmont Resources is committed to significant growth as it pursues its strategy to combine and consolidate additional assets and companies in the oil and natural gas production and services sectors. For more information about Westmont Resources Inc, visit the company's website at
www.westmontresources.com
Safe Harbor Statement
This press release contains forward-looking statements regarding Westmont Resources Inc within the meaning of Section 27A of the Securities Act of 1933 as amended, as such, may involve risks and uncertainties. Such statements are based on management's current expectations and cannot be guaranteed. The forward-looking statements discussed in this release may not occur and actual results could differ materially as a result of known and unknown risk factors affecting Westmont Resources Inc. Forward-looking statements speak only as of the date on which they are made and Westmont Resources Inc undertakes no obligation to publicly revise any forward-looking statement based on the result of new information, future events, or otherwise.
Investor relation contact:
1-(888)-264-2738 (TOLL FREE)
info@westmontresources.com

text: WESTMONT RESOURCES INC

text: Westmont Resources

text: Oil & Natural Gas Shale Assets

text: Westmont Resources Inc.

text: Domestic Energy Corporation

text: Westmont Resources

text: Westmont Resources

text: Westmont Resources

text: Westmont Resources Inc

text: Westmont Resources Inc

text: Westmont Resources Inc.

text: Westmont Resources Inc


text:
EX-99.1
3
c56940_ex99-1.htm
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EXHIBIT 99.1
news
release
Enzo Biochem, Inc.
527 Madison Avenue
New York, NY 10022
FOR IMMEDIATE RELEASE
ENZO BIOCHEM ACQUIRES ASSAY DESIGNS, INC.
FURTHER EXPANDING LIFE SCIENCES OPERATIONS
Acquisition Seen to be Accretive to Operating Results,
Providing a Broader Complementary Product Line and Experience in
Immunoassay Development
NEW YORK, NY, March 12, 2009 -- Enzo Biochem, Inc. (NYSE:ENZ) today announced the acquisition of substantially all the assets of privately-owned Assay Designs, of Ann Arbor, MI, for a purchase price
of approximately $12.2 million in cash, subject to post-closing purchase price adjustments based on Assay Design's working capital as of the closing date. The acquisition is expected to be accretive to operating results. Founded in 1992,
Assay Designs sells worldwide a steadily expanding research product line that includes kits and reagents for the detection and quantification of small molecules and proteins that are important in inflammation and immunity, oxidative and cellular
stress, steroid and hormone biology, cell signaling, and bioenergetics.
"This acquisition represents another important step in our strategy to build Enzo Life Sciences", said Carl Balezentis, President of Enzo Life Sciences "Assay Designs has annual revenues exceeding $11 million.
Its research product line which has a strong market and brand position provides an effective complement to those products produced and marketed globally by Enzo Life Sciences under the Alexis and Biomol brands, and which lends itself to benefit from
our Company's growing international marketing and sales capabilities in the life sciences field. Assay Designs also provides us with vast experience in protein, antibody and immunoassay development, and manufacturing"
"Joining with Enzo Life Sciences is a natural progression for the company" said Daniel Calvo, President and CEO of Assay Designs. "Their complementary product lines and global
infrastructure will enable Assay Designs to achieve accelerated growth and a stronger market position than can be accomplished as a standalone company. We look forward to participating in Enzo's on-going expansion as a leader in the life
sciences and improving our position within the international scientific community".
"The acquisition of Assay Designs represents another step forward for Enzo Biochem, which now will be approaching $100 million in annual revenues", said Barry Weiner, President of Enzo
Biochem, Inc. "Moreover, it underscores our strategies to position Enzo in the rapidly developing fields of scientific and medical research and diagnostics, where the practice of medicine is inevitably headed. Bringing healthcare
EXHIBIT 99.1
costs down is now a global priority. At the forefront of this effort will be programs to identify illnesses long before they become critical and require extended treatment and hospital stays. Enzo Life Sciences now reaches a very
broad market focused on these programs, and along with the practical applications available through Enzo Clinical Labs, and our IP base, our Company is uniquely positioned to participate in this important effort".
Assay Design's senior management will remain actively involved with Enzo Life Sciences. With this latest acquisition, Enzo Life Sciences now has US operations in New York, Pennsylvania, Michigan
and California, and overseas facilities in Switzerland, the UK and Belgium, as well as more than 50 distributors worldwide.
About Enzo
Enzo Biochem is engaged in the research, development, manufacture and licensing of innovative health care products and technologies based on molecular biology and genetic engineering techniques, and
in providing diagnostic services to the medical community. Enzo's Life Sciences division develops, produces and markets proprietary labeling and detection products for gene sequencing, genetic analysis and immunological research among others.
Its catalog of over 33,000 products serves the molecular biology, drug discovery and pathology research markets. The Company's therapeutic division is in various stages of clinical evaluation of its proprietary immune regulation medicines for
uveitis and Crohn's Disease and conducts pre-clinical research on several candidate compounds aimed at producing new mineral and organic bone, including technology that could provide therapy for osteoporosis and fractures, among other applications.
Enzo's Clinical Labs division provides routine and esoteric reference laboratory services for physicians in the New York Metropolitan and New Jersey areas. Underpinning the Company's technology and operations is an extensive intellectual
property estate in which Enzo owns or licenses over 230 patents worldwide, and has pending applications for over 200 more. For more information visit our website
www.enzo.com
.
Except for historical information, the matters discussed in this news release may be considered "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as
amended and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements include declarations regarding the intent, belief or current expectations of the Company and its management. Investors are cautioned that any such
forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties that could materially affect actual results. The Company disclaims any obligations to update any forward-looking statement as a
result of developments occurring after the date of this press release.
# # #
Contact:
For: Enzo Biochem, Inc.
Steven Anreder, 212-532-3232
Or
Michael Wachs, CEOcast, Inc., 212-732-4300

text: Enzo Biochem, Inc.

text: ENZO BIOCHEM

text: ASSAY DESIGNS, INC.

text: Enzo Biochem, Inc.

text: Assay Designs

text: Assay Designs

text: Carl Balezentis

text: Assay Designs

text: Assay Designs

text: Daniel Calvo

text: Assay Designs

text: Assay Designs

text: Assay Designs

text: Enzo Biochem

text: Barry Weiner

text:
Enzo
Biochem, Inc.

text: Enzo Biochem

text: Enzo Biochem, Inc.


text:
EX-99.1
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EXHIBIT 99.1
Exhibit 99.1
Xspand
Products Lab Announces Closing of Edison Nation, LLC Acquisition
Management to
Host Virtual Webinar on September 17
th
at 4:30 p.m. Eastern Time to Provide a Corporate Update and Present an Overview
of the Business Model
PHILLIPSBURG,
N.J., September 5, 2018
- Xspand Products Lab, Inc. ("Xspand") (the "Company"), a full-service
product development company, has closed the previously announced acquisition of the Company's strategic partner, Edison Nation
LLC ("Edison Nation"), for total consideration of $950,000 and 990,000 shares of common stock.
Edison Nation
is a consumer product development consulting firm that helps independent innovators commercialize their ideas and inventions, leveraging
its proprietary lead-generation platform. Using this business model, Edison Nation offers a capital-lite, high-reward process that
accelerates product development timelines and significantly reduces research and development expenses.
To-date, Edison
Nation has invested over $11.0 million in its proprietary platform, which aggregates innovation from its established user base
of hundreds of thousands of innovators from over 200 countries. The Edison Nation community has generated over 100,000 idea submissions,
resulting in over $250 million in retail sales to date. Edison Nation has partnered with companies such as Amazon, Bed Bath &
Beyond, Walmart, Rite Aid, P&G, BLACK+DECKER and many more to launch over 300 innovation searches.
Click
here
for
a brief video interview discussing the recently closed acquisition with Chris Ferguson, Founder and CEO of Xspand Products Lab,
and Louis Foreman, Founder and CEO of Edison Nation.
"We are
pleased to announce the closing of the acquisition of Edison Nation", said Chris Ferguson, Chief Executive Officer of Xspand
Products Lab. "Edison Nation is the leader in crowdsourced innovation, which will enable us to fully leverage our established
operating infrastructure to form a true full-service product development platform, creating value for both innovators and our shareholders
alike. I remain fully confident in the ability of our combined company to become a driving force behind the next wave of internationally
recognized products. We look forward to providing further updates and an overview of our business model on our virtual corporate
update webinar on September 17
th
", concluded Ferguson.
Corporate Update
Webinar
Xspand's management will host a virtual
webinar on Monday, September 17, 2018 at 4:30 p.m. Eastern time (1:30 p.m. Pacific time).
Management will address the closing of
the Edison Nation, LLC acquisition, as well as present an overview of the business model, growth initiatives and key milestones.
The call will be accompanied by a presentation which can be accessed via the webcast link below.
Chris Ferguson, CEO, will host the call
followed by a question and answer session. To access the call, please use the following information:
Date: Monday, September 17, 2018
Time: 4:30 p.m. Eastern time
Dial-in: 1-800-289-0438
International Dial-in: 1-323-794-2423
Conference Code: 1612194
Webcast:
http://public.viavid.com/index.php?id=131185
A telephone replay will be available approximately
two hours after the call and will run through October 17, 2018 by dialing 1-844-512-2921 from the U.S., or 1-412-317-6671 from
international locations, and entering replay pin number: 1612194.
About Edison
Nation, LLC
Since 2008, Edison
Nation has been the go-to resource for independent innovators with great consumer product invention ideas. The company is the only
innovation partner with multiple commercialization channels to bring new product ideas - from sketches, to proof of concept
prototypes and late-stage inventions - to consumers worldwide. The community platform has generated hundreds of millions
at retail. The company is committed to bringing new consumer innovation to market through its secure and proprietary platform found
at
www.EdisonNation.com
.
About Xspand
Products Lab, Inc.
Xspand Products
Lab, Inc. is a vertically integrated and full-service product development and manufacturing company, including design, sales, fulfillment
and shipping. Xspand's model is to provide a risk mitigated platform that connects innovators with companies to bring new products
to market. For more information, please visit
www.xspandproductslab.com
.
Safe Harbor
This press release contains forward-looking
statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included
in this press release regarding strategy, future operations and plans, including assumptions underlying such statements, are forward-looking
statements, and should not be relied upon as representing Xspand's views as of any subsequent date. Such forward-looking
statements are based on information available to Xspand as of the date of this release and involve a number of risks and uncertainties,
some beyond Xspand's control, that could cause actual results to differ materially from those anticipated by these forward-looking
statements, including consumer, regulatory and other factors affecting demand for Xspand's products, any difficulty in marketing
Xspand's products in global markets, competition in the market for consumer products, any inability to raise capital to fund
operations and service Xspand's debt. Additional information that could lead to material changes in Xspand's performance
is contained in its filings with the SEC. Xspand is under no obligation to, and expressly disclaims any responsibility to, update
or alter forward-looking statements contained in this release, whether as a result of new information, future events or otherwise.
Investor Relations Contact:
Greg Falesnik
Managing Director
MZ North America
Direct: 949-385-6449
XSPL@mzgroup.us

text:
Xspand
Products Lab

text: Edison Nation

text: Xspand Products Lab, Inc.

text: Edison Nation

text: Edison Nation

text: Edison Nation

text: Edison Nation

text:
Edison
Nation

text: Edison Nation

text: Edison Nation

text: Chris Ferguson

text: Xspand Products Lab

text: Louis Foreman

text: Edison Nation

text: Edison Nation

text: Chris Ferguson

text:
Xspand
Products Lab

text: Edison Nation

text: Edison Nation

text: Chris Ferguson

text:
Edison
Nation

text:
Edison
Nation

text:
Xspand
Products Lab, Inc.

text:
Xspand Products
Lab, Inc.

text: Greg Falesnik


text:
EX-99.1
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HireQuest Announces Rapid Progress on Strategic
Initiatives
Closes Sale of Four California Locations;
Completes Conversion of All Remaining Branches
to Franchise Model
GOOSE CREEK, South Carolina - October
1, 2019 -
HireQuest, Inc. (Nasdaq: HQI), a national provider of back-office and operational support for franchised operators
of on-demand and temporary staffing service providers across the United States, today reported that it has completed the sale of
its four locations in California and the conversion of its remaining branches to its franchise business model.
"Our team worked expeditiously to gain
state regulatory approvals and convert the acquired Command Center branches to our franchise business model within 10 weeks following
our merger", commented Rick Hermanns, HireQuest's President and Chief Executive Officer. "We believe that this
move lowers operational risk. We expect our franchise owners and operators will also benefit from the unique financing and risk
management structures we provide. We also believe that both HireQuest and its franchisees will see enhanced growth rates at our
newly franchised locations due to the financial incentives inherent in our model. Integration and rationalization of expenses is
on-going as we continue to identify opportunities for long-term growth and increased profitability across our platform. Integration
expenses and non-recurring charges related to these activities are expected in the coming periods".
In addition, the Company announced that it
has completed the sale of its four locations in California to Resolute Enterprises, LLC for $1.8 million. Under the terms of the
sale agreement, HireQuest is providing seller financing and has received a four-year promissory note with a face value of $1.8
million at 10% interest per annum.
"We believe that we are now positioned
to grow, by expanding our national footprint, through select, accretive acquisitions and by broadening our participation with national
accounts", added Mr. Hermanns.
About HireQuest
HireQuest, Inc. provides back-office and operational
support for HireQuest Direct and HireQuest franchised branch locations across the United States. Through its nationwide network
of more than 140 franchised offices in 30 states and the District of Columbia, the Company provides employment annually for approximately
85,000 field team members working for thousands of customers, primarily in the areas of construction, light industrial, manufacturing,
hospitality, and event services. For more information, visit
www.hirequestllc.com
.
Important Cautions Regarding Forward-Looking
Statements
This news release contains forward-looking
statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements
concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements
that are not statements of historical facts, including statements on HireQuest's strategy (including with respect to acquisitions,
geographic expansion and broadening participation with national accounts), and on expected growth, reduction of operational risk,
and benefits for its franchisees. Generally, the words "intend", "expect", "anticipate,"
"estimate", "continue", "will", "could", "may" and similar expressions
identify forward-looking statements. These statements are subject to uncertainties and risks, including, but not limited
to, national, regional and local economic conditions, the availability of workers' compensation insurance coverage, the availability
of capital and suitable financing for the Company's activities, our franchisees' ability to attract, develop and retain
qualified store managers and other personnel, product and service demand and acceptance, changes in technology, the impact of competition
and pricing, government regulation, and other risks set forth in our most recent reports on Forms 10-K and 10-Q filed with the
Securities and Exchange Commission, copies of which are available on our website at www.hirequestllc.com and the SEC website at
www.sec.gov
. All such forward-looking statements, whether written or oral, and whether
made by or on behalf of the Company, are expressly qualified by these cautionary statements and any other cautionary statements
which may accompany the forward-looking statements. In addition, the Company disclaims any obligation to update any forward-looking
statements to reflect events or circumstances after the date hereof, except as required by law.
Company Contact
:
Investor Relations Contact
:
HireQuest, Inc.
Hayden IR
Cory Smith, CFO
Brett Maas
(866) 464-5844
(646) 536-7331
Email:
cory.smith@commandonline.com
Email: brett@haydenir.com

text: HireQuest

text: HireQuest, Inc.

text: HireQuest

text: HireQuest

text: Resolute Enterprises, LLC

text: HireQuest

text: HireQuest

text: HireQuest, Inc.

text: HireQuest

text: HireQuest

text: HireQuest

text: HireQuest, Inc.

text: Cory Smith


text:
EX-99.1
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EXHIBIT 99.1
Filed by Bowne Pure Compliance
Exhibit 99.1
Terra Industries Inc.
600 Fourth Street
P.O. Box 6000
Sioux City, IA 51102-6000
Telephone: (712) 277-1340
Telefax: (712) 277-7383
www.terraindustries.com
NEWS
For immediate release
Contact: Joe Ewing
(712) 277-7305
jewing@terraindustries.com
Completion of UK joint venture between Terra Industries Inc. and Kemira GrowHow Oyj
Sioux City, Iowa (September 14, 2007)-Terra Industries Inc. (NYSE: TRA) and Kemira GrowHow
Oyj (OMX: KGH1V) are pleased to confirm the formation of a joint venture company, GrowHow UK
Limited, combining their fertilizer and associated process chemicals businesses in the United
Kingdom and the Republic of Ireland. Completion of the joint venture follows confirmation from the
UK Competition Commission that it has concluded its review and approved the transaction.
The move is designed to secure a sustainable, long-term base for manufacturing fertilizer and
process chemicals in the UK. The combined business will produce ammonium nitrate, which is the main
nitrogen fertilizer consumed in the UK as well as compound fertilizers to service both the UK and
Ireland markets.
Mike Bennett, President and CEO of Terra Industries Inc. ("Terra") said, "We are pleased that the
Competition Commission has concluded its review and approved the formation of our joint venture. It
will enable us to continue to provide high quality products and services to our customers, and will
significantly expand our opportunities. By securing a long-term manufacturing base in the UK, we
are investing in the future".
Heikki Sirvio, CEO of Kemira GrowHow Oyj ("Kemira GrowHow"), said, "Our new joint venture will
position our combined UK fertilizer and process chemicals operations to achieve long-term success
by reducing overheads and allowing us to optimize our product mix. We are pleased that the
Competition Commission has approved the joint venture and would like to thank our customers and
other stakeholders for their support during the review".
GrowHow UK Limited will be owned 50/50 by Kemira GrowHow and Terra and will include Kemira
GrowHow's site at Ince, and Terra's sites on Teesside and Severnside. The annual turnover of the
operations included in the joint venture exceeded 500 million euros in 2006. Through the joint
venture, Kemira GrowHow and Terra expect to create significant cost and operational synergies to
enhance their ability to service and compete in increasingly challenging markets.
Kemira GrowHow UK Limited is the largest UK producer of compound fertilizers and Terra Nitrogen
(UK) Limited is the largest UK producer of ammonium nitrate.
Lazard is acting as financial adviser to Terra. Lehman Brothers is acting as financial adviser to
Kemira GrowHow.
-more-
For additional information please contact:
In Sioux City: Joe Ewing, Terra: +1 712 277 7305
In Helsinki: Kaj Friman, Kemira GrowHow: +358 50 62 626
In London: Dominic Fry and Susanna Voyle, Tulchan Communications: +44 20 7353 4200
In New York: Matthew Sherman, Joele Frank, Wilkinson Brimmer Katcher: +1 212 355 4449
About Terra
Terra Industries Inc., with 2006 revenues of $1.8 billion, is a leading international producer of
nitrogen products. It employs approximately 1,200 people in North America and the UK and is listed
on the New York Stock Exchange.
About Kemira GrowHow
Kemira GrowHow Oyj is one of the leading producers of fertilizer and feed phosphates in Europe.
Kemira GrowHow develops and markets fertilizers and integrated solutions for crop cultivation,
animal feed supplements and chemicals required in various industries. The group has approximately
2,500 employees worldwide and in 2006 net sales were 1.2 billion euros. Kemira GrowHow Oyj is
listed on the Helsinki Stock Exchange.
Forward-looking statements
This news release may contain forward-looking statements, which involve inherent risks and
uncertainties. Statements that are not historical facts, including statements about Terra
Industries Inc.'s beliefs, plans or expectations, are forward-looking statements. These statements
are based on current plans, estimates and expectations. Actual results may differ materially from
those projected in such forward-looking statements and therefore you should not place undue
reliance on them. A non-exclusive list of the important factors that could cause actual results to
differ materially from those in such forward-looking statements is set forth in Terra Industries
Inc.'s most recent report on Form 10-K and Terra Industries Inc.'s other documents on file with the
Securities and Exchange Commission. Terra Industries Inc. undertakes no obligation to publicly
update or revise any forward-looking statement, whether as a result of new information, future
developments or otherwise.
# # #
Note: Terra Industries' news announcements are also available on its website, www.terraindustries.com.

text: Terra Industries Inc.

text: Terra Industries Inc.

text: Kemira GrowHow Oyj

text: Terra Industries Inc.

text:
Kemira GrowHow
Oyj

text: Mike Bennett

text: Terra Industries Inc.

text: Heikki Sirvio

text: Kemira GrowHow Oyj

text: Lazard

text: Lehman Brothers

text: Terra Industries Inc.

text: Kemira GrowHow Oyj

text: Kemira GrowHow Oyj

text:
Terra
Industries Inc.

text:
Terra Industries
Inc.

text: Terra Industries Inc.

text: Terra Industries Inc.


text:
EX-99.2
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exhibit99-2pressreleasefor.htm
EXHIBIT 99.2 PRESS RELEASE
Exhibit
Exhibit 99.2
Marathon Oil Closes Acquisition of Northern Delaware Acreage and
Sale of Canadian Business
Completes Latest Strategic Portfolio Shift to U.S. Resource Plays
HOUSTON, June 1, 2017 - Marathon Oil Corporation (NYSE: MRO) announced today it has closed the acquisition of approximately 21,000 net surface acres in the Northern Delaware basin of New Mexico from Black Mountain Oil & Gas and other private sellers for $700 million, excluding closing adjustments. The effective date of this transaction is March 1, 2017. Combined with the acquisition from BC Operating, which closed May 1, Marathon Oil's total position in the Permian Basin is 91,000 net surface acres.
On May 31, the Company closed on the sale of its Canadian subsidiary to Shell and Canadian Natural Resources Limited for a total transaction value of $2.5 billion in cash, excluding closing adjustments. Marathon Oil received proceeds of approximately $1.75 billion, with the remaining proceeds to be paid in first quarter 2018. The effective date of the transaction is Jan. 1, 2017. The Canadian sale includes the Company's 20 percent non-operated interest in the Athabasca Oil Sands Project (AOSP).
# # #
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical fact, including statements regarding the payment of the remaining proceeds, are forward-looking statements. While the Company believes its assumptions concerning future events are reasonable, certain factors could cause actual results to differ from those projected. Except as required by law, the Company undertakes no obligation to revise or update any forward-looking statements as a result of new information, future events or otherwise.
Media Relations Contact
Lee Warren: 713-296-4103
Investor Relations Contact
Zach Dailey: 713-296-4140

text: Marathon Oil

text: Northern Delaware Acreage

text: Canadian Business

text: Marathon Oil Corporation

text: Black Mountain Oil & Gas

text: Marathon Oil

text: Marathon Oil


text:
EX-99.2
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EX-99.2
Exhibit 99.2
Rosetta Stone Acquires Online Language Company Livemocha
Purchase of Vast Online Community & Robust Technology Platform
Accelerates Rosetta Stone's Shift to the Cloud
ARLINGTON, VA-April 2, 2013-Rosetta Stone announced today that it has acquired Seattle-based Livemocha, Inc., one of the world's largest online language-learning communities, for $8.5 million in cash. Bringing with it a robust and extensible cloud-based learning platform and a community of over 16 million Livemocha members, the transaction accelerates Rosetta Stone's transition to cloud-based learning solutions and reinforces its leadership position in the competitive language-learning industry.
"We are in the process of transforming Rosetta Stone to be the most dynamic and ubiquitous technology-based learning platform in the world", said President and Chief Executive Officer Steve Swad. "Our acquisition of Livemocha will help accelerate that transformation. With Livemocha and its vibrant online community on our side, Rosetta Stone will reach more people and change more lives than ever before".
With members hailing from 195 different countries, the Livemocha community boasts over 16 million people-including language experts, instructors and multi-linguists-all teaching, learning and interacting online. The company has pioneered the use of crowd-sourcing to drive content development and social engagement in the realm of language learning. The combined strength of the Livemocha community and Rosetta Stone's innovative product development and marketing capabilities uniquely positions the company to meet the changing needs of learners around the world.
"Rosetta Stone is a marvelous partner for us", said Livemocha CEO Michael Schutzler, who will assist in post-acquisition integration efforts as a senior advisor to Rosetta Stone CEO Swad. "From the beginning, Livemocha's mission has been to create a world in which every human being is fluent in multiple languages. Rosetta Stone's brand, resources and reach will enable us to continue that mission".
Livemocha will remain in Seattle. Having recently established product development offices in Austin, TX, and San Francisco, CA, the new location expands Rosetta Stone's U.S. footprint-an important factor in attracting talent to fuel the company's development of new products. Indeed, Livemocha's sophisticated and flexible technology platform is expected to be part of the foundation for the next wave of Rosetta Stone solutions.
"Livemocha will enable us to quickly migrate our legacy products to a future-proof technology stack with a modern, cloud-based architecture and contemporary means of distribution", said Rosetta Stone Chief Product Officer West Stringfellow. "But even more exciting, it gives our customers more choice. Livemocha presents us with a low-cost or even free alternative product to offer learners around the world. It becomes a "ladder of learning and value" for our customers".
To be sure, geographic expansion is an attractive feature of the acquisition. While Livemocha does add to Rosetta Stone's already premier presence in the U.S., its high concentrations of users in China, Russia and South America-particularly Brazil-make it an even more compelling complement to Rosetta Stone's international footprint. Livemocha's worldwide community brings vibrant connectivity to Rosetta Stone's existing hubs in Europe, Asia, Latin America and the Middle East.
"However you view it-geographically, operationally, technologically, culturally-Rosetta Stone and Livemocha are a terrific fit", said Rosetta Stone CEO Swad. "This acquisition will enable both organizations to grow and deliver value faster and more effectively than either could alone. This is a good deal for our business, a good deal for our customers, and a good deal for language learners all over the world".
About Rosetta Stone Inc.
Rosetta Stone Inc. provides cutting-edge interactive technology that is changing the way the world learns languages. The company's proprietary learning techniques-acclaimed for their power to unlock the natural language-learning ability in everyone-are used by schools, businesses, government organizations and millions of individuals around the world. Rosetta Stone offers courses in 30 languages, from the most commonly spoken (like English, Spanish and Mandarin) to the less prominent (including Swahili, Swedish and Tagalog). The company was founded in 1992 on the core beliefs that learning to speak a language should be a natural and instinctive process, and that interactive technology can activate the language immersion method powerfully for learners of any age. Rosetta Stone is based in Arlington, VA, and has offices in Harrisonburg, VA, Boulder, CO, Tokyo, Seoul, London, Sao Paulo and Dubai.
Media Contact:
Jonathan Mudd
jmudd@rosettastone.com
571-357-7148
Investor Contact:
Steve Somers, CFA
ssomers@RosettaStone.com
703-387-5876

text: Rosetta Stone

text: Livemocha

text: Rosetta Stone

text: Rosetta Stone

text: Livemocha, Inc.

text: Livemocha

text: Rosetta Stone

text: Rosetta Stone

text: Livemocha

text: Livemocha

text: Rosetta Stone

text: Livemocha

text: Livemocha

text: Rosetta Stone

text: Rosetta Stone

text: Livemocha

text: Rosetta Stone

text: Livemocha

text: Rosetta Stone

text: Livemocha

text: Rosetta Stone

text: Livemocha

text: Rosetta Stone

text: Livemocha

text: Rosetta Stone

text: Livemocha

text: Livemocha

text: Rosetta Stone

text: Rosetta Stone

text: Livemocha

text: Rosetta Stone

text: Livemocha

text: Rosetta Stone

text: Rosetta Stone

text: Rosetta Stone

text: Rosetta Stone

text: Rosetta Stone


text:
EX-99.1
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EX-99 - PRESS RELEASE
Document
Preferred Apartment Communities, Inc. Completes Sale of Student Housing Assets for an Aggregate Purchase Price of Approximately $478.7 million
Atlanta, GA, November 3, 2020
Preferred Apartment Communities, Inc. (NYSE: APTS) ("PAC" or the "Company") closed today the previously announced disposition of its student housing assets to TPG Real Estate Partners for aggregate gross proceeds of $478.7 million, which will result in net proceeds at closing of approximately $245.0 million, after the satisfaction of $233.7 million of property level debt and other closing adjustments and costs.
"We are very pleased to announce the completion of the disposition of our student housing assets to TPG Real Estate Partners, an experienced real estate owner and operator. Achieving occupancy and leasing rates for the 2020 academic year that exceeded the prior year drove value and demonstrates our track record of operational success at these properties of which we are very proud. As we have stated, this sale is strategic and consistent with our previously announced objectives to exit the student housing space, simplify our focus to our core suburban Sunbelt multifamily business, and realign our balance sheet", stated Joel T. Murphy, Preferred Apartment Communities' President and Chief Executive Officer. Mr. Murphy added, "This transaction allows us to harvest capital to be used consistently with the aforementioned objectives".
About Preferred Apartment Communities, Inc.
Preferred Apartment Communities, Inc. (NYSE: APTS) is a real estate investment trust engaged primarily in the ownership and operation of Class A multifamily properties, with select investments in grocery anchored shopping centers and Class A office buildings. Preferred Apartment Communities' investment objective is to generate attractive, stable returns for stockholders by investing in income-producing properties and acquiring or originating real estate loans. As of June 30, 2020, the Company owned or was invested in 125 properties in 15 states, predominantly in the Southeast region of the United States. Learn more at www.pacapts.com.
Cautionary Notice Regarding Forward-Looking Statements
This press release may contain 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. These statements may be identified by the use of forward-looking terminology such as "may", "trend", "will", "expects", "plans", "estimates", "anticipates", "projects", "intends", "believes", "goals", "objectives", "outlook" and similar expressions. These forward-looking statements include, but are not limited to, statements regarding the expected use of proceeds from the sale. Because such statements include risks, uncertainties and contingencies, actual results may differ materially from the expectations, intentions, beliefs, plans or predictions of the future expressed or implied by such forward-looking statements. These risks, uncertainties and contingencies include, but are not limited to, (a) the impact of the coronavirus (COVID-19) pandemic on PAC's business operations and the economic conditions in the markets in which PAC operates; (b) PAC's ability to mitigate the impacts arising from COVID-19 and (c) those disclosed in PAC's filings with the Securities and Exchange Commission. PAC undertakes no obligation to
update these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as may be required by law.
SOURCE: Preferred Apartment Communities, Inc.
Preferred Apartment Communities, Inc.
John A. Isakson 770-818-4109
Chief Financial Officer
Email: jisakson@pacapts.com

text: Preferred Apartment Communities, Inc.

text: Preferred Apartment Communities, Inc.

label: fund

text: TPG Real Estate Partners

override: fund

text: TPG Real Estate Partners

text: Preferred Apartment Communities, Inc.

text: Preferred Apartment Communities, Inc.

text: Preferred Apartment Communities, Inc.

text: Preferred Apartment Communities, Inc.


text:
EX-99.1
6
ex9912019-02x01xprojhillsi.htm
EXHIBIT 99.1
Exhibit
Exhibit 99.1
N E W S R E L E A S E
FOR IMMEDIATE RELEASE
FERUARY 1, 2019
CHESAPEAKE ENERGY CORPORATION COMPLETES ACQUISITION OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION
OKLAHOMA CITY, February 1, 2019 -- Chesapeake Energy Corporation (NYSE:CHK) today announced that it has completed its acquisition of WildHorse Resource Development Corporation (NYSE:WRD). The merger was previously approved by Chesapeake shareholders and WildHorse stockholders at special meetings held on January 31, 2019.
At the election of each WildHorse common stockholder, the consideration consisted of either 5.989 shares of Chesapeake common stock (the "share consideration") or a combination of 5.336 shares of Chesapeake common stock and $3.00 in cash (the "mixed consideration"), in exchange for each share of WildHorse common stock.
As a result of the merger, WildHorse common stock will no longer be listed for trading on the New York Stock Exchange.
Doug Lawler, Chesapeake's Chief Executive Officer, commented, "In 2018, Chesapeake Energy continued to build upon our track record of consistent business delivery and transformational progress through both financial and operating improvements. The addition of the WildHorse assets to our high-quality, diverse portfolio, combined with our operating expertise and experience, provides another oil growth engine with significant oil inventory for years to come and gives us tremendous flexibility and optionality to help achieve our strategic goals".
In conjunction with the closing, and as previously announced under the terms of the merger agreement, David W. Hayes has joined the Chesapeake board, effective immediately. In addition, Jay C. Graham will be appointed to fill the next vacancy on the Chesapeake board.
In a separate vote at the special meeting, Chesapeake shareholders approved a proposal to amend Chesapeake's restated certificate of incorporation to increase the number of authorized shares of Chesapeake common stock from 2,000,000,000 shares to 3,000,000,000 shares.
Credit Facility Amendments
In connection with the merger, Chesapeake entered into the First Amendment to its Credit Agreement, dated as of September 12, 2018, which, among other things, expressly permitted Chesapeake's initial investment in WildHorse. An amendment to WildHorse's Credit Agreement, dated as of December 19, 2016, was also entered into to amend certain provisions to permit the merger and to permit borrowings under the WildHorse Credit Agreement to be used to redeem or repurchase WildHorse's senior notes so long as certain conditions are met. A supplement to WildHorse's Indenture, dated as of February 1, 2017, governing WildHorse's 6.875% Senior Notes due 2025 was also entered into, pursuant to which Brazos Valley Longhorn, L.L.C., as successor by merger to WildHorse, assumed WildHorse's obligations as issuer under the Indenture and Brazos Valley Longhorn Finance Corp. was appointed as co-issuer of WildHorse's senior notes. Further details regarding these amendments may be obtained from a Form 8-K to be filed by the company later today.
Headquartered in Oklahoma City, Chesapeake Energy Corporation's operations are focused on discovering and developing its large and geographically diverse resource base of unconventional oil and natural gas assets onshore in the United States.
Cautionary Statement Regarding Forward-Looking Statements
This communication may contain certain forward-looking statements within the meaning of federal securities law, including financial and operating improvements and growth in oil production and inventory. Such statements are subject to numerous assumptions, risks, and uncertainties. Statements that do not describe historical or current facts, including statements about beliefs and expectations, are forward-looking statements. Forward-looking statements may be identified by words such as expect, anticipate, believe, intend, estimate, plan, target, goal, or similar expressions, or future or conditional verbs such as will, may, might, should, would, could, or similar variations. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995.
While there is no assurance that any list of risks and uncertainties or risk factors is complete, below are certain factors which could cause actual results to differ materially from those contained or implied in the forward-looking statements: potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transaction; competitive responses to the transaction; the possibility that the anticipated benefits of the transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies; diversion of management's attention from ongoing business operations and opportunities; the ability of Chesapeake to complete the integration of WildHorse successfully; litigation relating to the transaction; and other factors that may affect future results of Chesapeake.
Additional factors that could cause results to differ materially from those described above can be found in Chesapeake's Annual Report on Form 10-K for the year ended December 31, 2017 and in its subsequent Quarterly Reports on Form 10-Q for the quarters ended March 31, 2018, June 30, 2018 and September 30, 2018, each of which is on file with the SEC and available in the "Investors" section of Chesapeake's website, https://www.chk.com/, under the heading "SEC Filings" and in other documents Chesapeake files with the SEC.
All forward-looking statements speak only as of the date they are made and are based on information available at that time. Chesapeake assumes no obligation to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made or to reflect the occurrence of unanticipated events except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.
INVESTOR CONTACT:
MEDIA CONTACT:
CHESAPEAKE ENERGY CORPORATION
Brad Sylvester, CFA
(405) 935-8870
ir@chk.com
Gordon Pennoyer
(405) 935-8878
media@chk.com
6100 North Western Avenue
P.O. Box 18496
Oklahoma City, OK 73154

text: CHESAPEAKE ENERGY CORPORATION

text: Chesapeake Energy Corporation

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: WildHorse

text: Chesapeake Energy Corporation

text: WildHorse

text: CHESAPEAKE ENERGY CORPORATION


text:
EX-99.1
3
v227930_ex99-1.htm
Unassociated Document
Exhibit 99.1
6330 Nancy Ridge Dr, Suite 103
Phone: +1-858-222-8041
San Diego, CA 92121
Fax: +1-858-866-0482
APRICUS BIOSCIENCES SELLS
BIO-QUANT CRO SUBSIDIARY TO BIOTOX SCIENCES
- COMPANY TO FOCUS ON GENERATION OF REVENUES FROM COMMERCIALIZATION OF DRUG PIPELINE BASED ON
NEXACT® DELIVERY TECHNOLOGY -
SAN DIEGO, CA, July 6, 2011-
Apricus Biosciences, Inc. ("Apricus Bio") (Nasdaq: APRI) announced today that it has sold its wholly-owned subsidiary, Bio-Quant, Inc. ("Bio-Quant"), a specialty biotechnology Contract Research Organization ("CRO"), to BioTox Sciences ("BioTox"), a San Diego-based CRO. Under terms of the agreement, Apricus Bio will receive a minimum of $5 million in up-front and future earn-out payments, with the potential for as much as $20 million over the next ten years, based on BioTox's currently projected revenues. Additionally, Apricus Bio has retained all NexMed-related research conducted by Bio-Quant as well as the profitable Bio-Quant diagnostic kit business.
"While our Bio-Quant subsidiary has been driving revenues over the past year, this divesture represents a key strategic decision for Apricus Bio, as licensing revenues from Vitaros® have increased during the first half of 2011, and are currently projected to constitute the majority of our revenue stream for the remainder of 2011", stated Dr. Bassam Damaj, Chairman, President and Chief Executive Officer of the Company. "The sale enables us to focus our efforts where we believe we will generate the greatest return on investment -- speeding our specialty biopharmaceutical drugs to market. While Bio-Quant has been instrumental in advancing the uses of our NexACT® technology and preclinical pipeline, we have now entered the commercialization stage with our first product and intend to focus our efforts on the generation of revenues from our drug pipeline", continued Dr. Damaj.
Apricus Bio's top priority is to commercialize Vitaros®, for the treatment of erectile dysfunction. Vitaros® was approved for marketing and sales in Canada in 2010, and the Company recently filed for approval in Europe. Management is in advanced partnering negotiations for Vitaros® in Canada and/or Europe and expects to announce a partnership in the second half of 2011. In addition, Apricus Bio is focused on developing and commercializing the other 12 products and product candidates in its pipeline, including Femprox®, MycoVa™ and PrevOnco™.
Bio-Quant, founded in 2001, is one of San Diego's most experienced CROs for non-GLP (good laboratory practices) contract drug discovery and pre-clinical development services, specializing in oncology, inflammation, immunology and metabolic diseases. Bio-Quant has clients world-wide. Revenues are generated from pre-clinical contract services and housing services.
6330 Nancy Ridge Dr, Suite 103
Phone: +1-858-222-8041
San Diego, CA 92121
Fax: +1-858-866-0482
During 2010, the Bio-Quant CRO business helped advance Apricus Bio's proprietary NexACT® technology and increase its product and product candidate portfolio from four products to 13. With the divestiture of Bio-Quant, Apricus Bio has decided to outsource its primary preclinical CRO work for its NexMed subsidiary and narrow its focus on commercializing its late stage products -- Vitaros® for erectile dysfunction, Femprox® for female sexual arousal disorder, MycoVa™ for nail fungus, PrevOnco™ for liver cancer and RayVa™ for Reynaud's Syndrome -- in addition to continuing to develop the eight other, earlier stage product candidates in its pipeline.
BioTox is a San Diego CRO founded in 2007 that focuses primarily on GLP studies and has been interested in expanding its operations in San Diego on the non-GLP side.
"We look forward to seeing BioTox achieve even greater success, which will result in greater earn-out payments for Apricus Bio", said Dr. Damaj.
"We were actively looking for opportunities to expand our footprint in the Discovery CRO area and add more In-Vitro and In-Vivo disease models to increase the range of services we currently offer to our clients", stated BioTox's President, Sami Abunadi, in a company statement. "Bio-Quant offers a long and successful history in non-GLP preclinical research in areas such as oncology, inflammation, immunology, metabolic diseases and high throughput screening capabilities.
We believe that this transaction will not only be revenue and earnings enhancing and highly valuable to our shareholders,
but will also provide both a superior and quicker entry point than the other build or buy options we considered", said Mr. Abunadi.
In addition to adding key services and becoming a major participant in Southern California, BioTox can now scale its operation and reach to become a true national and global presence. BioTox intends to build on its present IND and NDA enabling In-Vivo GLP toxicology offerings, and as such, expects to be able to offer both Bio-Quant's and BioTox's clients a more attractive strategic outsourcing alliance with proven economic and scientific depth.
"We can now take our clients' compounds through the preclinical drug development process and utilize state-of-the-art capabilities by integrating Bio-Quant's study execution software platform Intranet with BioTox's Sponsor friendly and GLP compliant study Data Acquisition Software, called iAdavantage, and thus accelerate the development process
economically and effectively" Mr. Abunadi added.
6330 Nancy Ridge Dr, Suite 103
Phone: +1-858-222-8041
San Diego, CA 92121
Fax: +1-858-866-0482
About Apricus Biosciences, Inc.
Apricus Bio, a San Diego based revenue-generating specialty biopharmaceutical company, has leveraged the flexibility of its clinically-validated NexACT® drug delivery technology to enable multi-route administration of new and improved compounds across numerous therapeutic classes.
Revenues and growth are driven from out-licensing of this technology for the development and commercialization of such compounds to pharmaceutical and biotechnology companies worldwide. In addition, the Company is seeking to monetize its existing product pipeline, including its first product, Vitaros®, approved in Canada for the treatment of erectile dysfunction, which is currently expected to be available on the Canadian market in 2011, as well as compounds in development from pre-clinical through Phase III, currently focused on Sexual Dysfunction, Oncology, Dermatology, Autoimmune, Pain, Anti-Infectives, Diabetes and Cosmeceuticals among others.
For further information on Apricus Bio, visit
http://www.apricusbio.com
, and for information on its subsidiaries please visit
http://www.nexmedusa.com
or
http://www.bio-quant.com
. You can also receive information at
http://twitter.com/apricusbio
and
http://facebook.com/apricusbio
.
About BioTox Sciences
BioTox Sciences, based in San Diego, is a Contract Research Organization (CRO) offering comprehensive services for nonclinical and preclinical studies (GLP and Non-GLP) utilizing state of the art vivarium(s). Its services encompass toxicology, pharmacology, metabolism testing and various disease models in support of nonclinical drug development. URL: http://www.biotoxsciences.com
6330 Nancy Ridge Dr, Suite 103
Phone: +1-858-222-8041
San Diego, CA 92121
Fax: +1-858-866-0482
Apricus Bio's Forward-Looking Statement Safe Harbor
Statements under the Private Securities Litigation Reform Act, as amended: with the exception of the historical information contained in this release, the matters described herein contain forward-looking statements that involve risks and uncertainties that may individually or mutually impact the matters herein described for a variety of reasons that are outside the control of the Company, including, but not limited to, its ability to receive the earnout payments from the sale of its Bio-Quant CRO business to BioTox Sciences, further development products and product candidates, have such products and product candidates approved by relevant regulatory authorities, to successfully commercialize its Vitaros®, Femprox®, MycoVa™, PrevOnco™ and RayVa™ products and other products and product candidates and to achieve its other development, commercialization and financial goals such as its revenue projections from the sale of its products. Readers are cautioned not to place undue reliance on these forward-looking statements as actual results could differ materially from the forward-looking statements contained herein. Readers are urged to read the risk factors set forth in the Company's most recent annual report on Form 10-K, subsequent quarterly reports filed on Form 10-Q and other filings made with the SEC. Copies of these reports are available from the SEC's website or without charge from the Company.
# # #
Contacts:
Apricus Biosciences, Inc.
Edward Cox, V.P.
Corporate Development & Investor Relations, Apricus Biosciences, Inc.
(858) 848-4249
ecox@apricusbio.com
Apricus Bio Investor Relations
Paula Schwartz
Rx Communications Group, LLC
(917) 322-2216
pschwartz@rxir.com
BioTox Sciences
Sami Abunadi, President
info@biotoxsciences.com

text: APRICUS BIOSCIENCES

text: BIO-QUANT

text: BIOTOX SCIENCES

text: Apricus Biosciences, Inc.

text: Bio-Quant, Inc.

text: Bio-Quant

text: BioTox Sciences

text: Bio-Quant

text: Bio-Quant

text: Bio-Quant

text: Bassam Damaj

text: Bio-Quant

text: Bio-Quant

text: Bio-Quant

text: Bio-Quant

text: Bio-Quant

text: Sami Abunadi

text: Bio-Quant

text: Bio-Quant

text: Bio-Quant

text: Apricus Biosciences, Inc.

text: BioTox Sciences

text: BioTox Sciences

text: Bio-Quant

text: BioTox Sciences

text: Apricus Biosciences, Inc.

text: Apricus Biosciences, Inc.

text: BioTox Sciences

text: Sami Abunadi


text:
EX-99.1
6
ex99-1.htm
EXHIBIT 99.1 - PRESS RELEASE
ex99-1.htm
Exhibit 99.1
Contact: Jorgen Rasmussen
+47 51 30 80 00
Thorleif Egeli
+47 51 30 80 00
SEAWELL - COMPLETION OF MERGER WITH ALLIS-CHALMERS ENERGY INC,
Hamilton, Bermuda (February 23, 2011)
Seawell Limited (OSE: SEAW) and Allis-Chalmers Energy Inc. (NYSE: ALY) announced today that the Allis-Chalmers stockholders approved the proposals related to the proposed merger of Allis-Chalmers into Wellco Sub Company, a wholly owned subsidiary of Seawell, at the special meeting held for such purpose earlier today, and that the merger has been completed.
Each share of Allis-Chalmers stock will be converted into either $4.25 in cash or 1.15 common shares of Seawell, depending on elections made by the Allis-Chalmers stockholders. Seawell and Allis-Chalmers anticipate that the final election results will be determined by March 4, 2011 and that the new common shares will be issued and tradable by the same date.
Seawell and Allis-Chalmers also confirmed that the deadline for Allis-Chalmers stockholders to make an election with respect to the type of merger consideration they wish to receive expired today at 5:00 p.m., Houston time. Based on the preliminary election results, approximately 97% of Allis-Chalmers stockholders elected to receive Seawell common shares and, as a result, Seawell may issue up to approximately 101 million common shares in connection with the merger, including shares issuable upon exercise of Allis-Chalmers options assumed by Seawell pursuant to the merger.
Forward-Looking Statements
This press release contains forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) regarding the merger of Allis-Chalmers and Seawell. Words such as expects, anticipates, intends, plans, believes, seeks, estimates and similar expressions or variations of such words are intended to identify forward-looking statements, but are not the exclusive means of identifying forward-looking statements in this press release.
Although forward-looking statements in this press release reflect the good faith judgment of our respective management teams, such statements can only be based on facts and factors that our respective management teams currently know. Consequently, forward-looking statements are inherently subject to risks and uncertainties, and actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements.
We urge readers not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Allis-Chalmers and Seawell undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this press release.

text: SEAWELL

text: ALLIS-CHALMERS ENERGY INC

text: Seawell Limited

text: Allis-Chalmers Energy Inc.

text: Seawell

text: Seawell

text: Seawell

text: Seawell

text: Seawell

text: Seawell

text: Seawell

text: Seawell

text: Seawell


text:
EX-99.1
4
ex991.htm
PRESS RELEASE OF XFONE, INC. DATED AUGUST 15, 2007.
Unassociated Document
Exhibit
99.1
XFONE
COMPLETES ACQUISITION OF AURACALL LIMITED
-
Acquisition Supports European Expansion -
Jackson,
MS
- August 15, 2007 -
XFONE, Inc. (AMEX and TASE: XFN), an
international diversified communications services company today announced that
its wholly-owned subsidiary, Swiftnet Limited, has increased its holding in
Auracall from 32.5% to 100%. Auracall is a profitable and growing
telecommunication service provider specializing in supplying solutions for
ethnic communities in the UK making low cost international calls
home.
Auracall
serves over 300,000 customers every month through an innovative range of
services allowing customers to make low cost international calls from both
landlines and mobile phones. Customers pay for calls through premium rate texts
(the T-Talk service), calling a premium rate top-up number (the Crazytel
service) or by dialing an 08 access number (the FreeTime service). Auracall
sells primarily through a network of over 100 loyal agents.
Guy
Nissenson, President and CEO of XFONE, Inc. noted, "In 2001 we were a founding
partner in Auracall and the company has exceeded our original growth
expectations. Auracall has become a recognized brand and a leader in the markets
it serves and we were delighted to be offered an opportunity to purchase 100%
of
the business. The acquisition is immediately accretive and is expected to
support Xfone's EBITDA growth targets".
The
terms
of the acquisition provide for Swiftnet to increase its current share in
Auracall from 32.5% to 100% in a cash transaction valued at $1.6 million. For
specific terms of the transaction see Xfone, Inc.'s Current Report on Form
8-K
to be filed with the U.S. Securities and Exchange Commission within the required
time period. The transaction will be financed from internal cash
resources.
Auracall
will be a division of the XFONE operation in the UK, which currently consists
of
Swiftnet, Equitalk.co.uk Limited (a 100% owned subsidiary) and Story Telecom
Limited (a 69.6% owned subsidiary).
John
Burton, Managing Director of Swiftnet commented, "Swiftnet and Auracall already
work closely together and the Auracall team will be a fantastic addition to
our
UK operations. They will contribute additional sales, marketing and technical
skills. Going forward, we plan to build on the historic success of Auracall
by
combining Xfone UK switching infrastructure and Auracall marketing expertise
to
enable organic growth into additional European countries".
About
XFONE, Inc.
A
U.S.-domiciled corporation, XFONE, Inc. is an international voice, video and
data communications services provider with operations in the United Kingdom,
the
United States and Israel that offers a wide range of services, which include:
local, long distance and international telephony services; prepaid and postpaid
calling cards; cellular services; Internet services; messaging services
(Email/Fax Broadcast, Email2Fax and Cyber-Number); and reselling
opportunities. The Company serves customers across Europe, Asia,
North, Central and South America, Australia and Africa.
This
press release contains forward-looking statements. The words or phrases
"should", "would be", "will allow", "intends to", "will likely result", "are
expected to", "will continue", "is anticipated", "estimate", "project", or
similar expressions are intended to identify "forward-looking statements".
The
Company's financial results reflected above should not be construed by any
means
as representative of the current or future value of its common stock. All
information set forth in this press release, except historical and factual
information, represents forward-looking statements. This includes all statements
about the company's plans, beliefs, estimates and expectations. These statements
are based on current estimates and projections, which involve certain risks
and
uncertainties that could cause actual results to differ materially from those
in
the forward-looking statements. These risks and uncertainties include issues
related to rapidly changing technology and evolving standards in the industries
in which the Company and its subsidiaries operate; the ability to obtain
sufficient funding to continue operations, maintain adequate cash flow,
profitably exploit new business, and license and sign new agreements; the
unpredictable nature of consumer preferences; and other factors set forth in
the
Company's most recently filed annual report and registration statement. Readers
are cautioned not to place undue reliance on these forward-looking statements,
which reflect management's analysis only as of the date hereof. The Company
undertakes no obligation to publicly revise these forward-looking statements
to
reflect events or circumstances that arise after the date hereof. Readers should
carefully review the risks and uncertainties described in other documents that
the Company files from time to time with the
U.S.
Securities
and Exchange Commission.
For
More Information, Please Contact:
U.K.
Company Contact
U.S.
IR Contact
Israel
IR Contact
John
Burton
Swiftnet
Managing
Director
Phone:
+44 (0) 208 497 9233
E-mail:
john.burton@swiftnet.co.uk
John
Nesbett/Jen Belodeau
Institutional
Marketing Services (IMS)
Phone:
1.203.972.9200.
E-mail:
jnesbett@institutionalms.com
Zvi
Rabin
Kwan
Communications
Tel:
(Israel) +972 50 560 0140
E-mail:
zvi@kwan.co.il

text: XFONE, INC.

text: XFONE

text: AURACALL LIMITED

text: XFONE, Inc.

text: Swiftnet Limited

text: Auracall

text: Auracall

text: Auracall

text: Auracall

text:
Guy
Nissenson

text: XFONE, Inc.

text: Auracall

text: Auracall

text: Xfone

text: Swiftnet

text: Auracall

text: Xfone, Inc.

text: Auracall

text: XFONE

text: Swiftnet

text:
John
Burton

text: Swiftnet

text: Swiftnet

text: Auracall

text: Auracall

text: Auracall

text: Xfone

text: Auracall

text: XFONE, Inc.

text: XFONE, Inc.

text:
John
Burton

text: Swiftnet