text:
EX-99.1
2
ex991to8k04197004_07022015.htm
ex991to8k04197004_07022015.htm
Exhibit 99.1
HANDY & HARMAN LTD. COMPLETES ACQUISITION OF JPS INDUSTRIES, INC.
WHITE PLAINS, New York - July 2, 2015
- Handy & Harman Ltd. (NASDAQ: HNH) ("HNH"), a diversified global industrial company, and JPS Industries, Inc. (formerly Pink Sheets: JPST) (the "Company" or "JPS"), a leading manufacturer of composite materials, announced today the successful completion of HNH's acquisition of JPS. Under the terms of the parties' merger agreement, at the effective time of the merger, each outstanding share of JPS common stock (other than shares owned by HNH and its affiliates) was converted into the right to receive $11.00 per share in cash.
Warren Lichtenstein, Chairman of HNH and Executive Chairman of Steel Partners Holdings L.P. (NYSE: SPLP), the parent company of HNH, stated, "After being an investor in JPS for over 14 years, we are very pleased to have completed this merger, and we look forward to working with Gary Wallace, President of JPS Composites, and all of JPS's employees".
To receive the $11.00 per share merger consideration, JPS stockholders must complete a letter of transmittal that will be sent to them by American Stock Transfer & Trust Company, LLC, the paying agent for the merger, and deliver the letter of transmittal, the stock certificates formerly representing their shares of JPS common stock and any other required documents to the paying agent, in accordance with the instructions that appear in the letter of transmittal
The acquisition of JPS was effected by HNH's wholly owned subsidiary, Handy & Harman Group, Ltd. ("HNH Group"), through one of HNH Group's subsidiaries, HNH Group Acquisition LLC. Following the consummation of the merger, pursuant to a separate agreement between HNH Group and SPH Group Holdings LLC ("SPHG Holdings") (a subsidiary of Steel Partners Holdings L.P.), SPHG Holdings will exchange its shares of JPS common stock for shares of common stock of HNH, based on an $11.00 per share valuation for the JPS shares, so that HNH Group will own 100% of the shares of JPS.
Olshan Frome Wolosky LLP served as legal counsel to HNH. Houlihan Lokey acted as financial advisor to JPS, and O'Melveny & Myers LLP and Wyche P.A. acted as legal counsel to the Special Committee of the Board of Directors of JPS and JPS, respectively.
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, that reflect HNH's current expectations and projections about its future results, performance, prospects, and opportunities. HNH has tried to identify these forward-looking statements by using words such as "may", "should", "expect", "hope", "anticipate", "believe", "intend", "plan", "estimate", and similar expressions. These forward-looking statements are based on information currently available to HNH and are subject to a number of risks, uncertainties, and other factors that could cause its actual results, performance, prospects, or opportunities in 2015 and beyond to differ materially from those expressed in, or implied by, these forward-looking statements. These factors include, without limitation, HNH's need for additional financing and the terms and conditions of any financing that is consummated, customers' acceptance of its new and existing products, the risk that HNH will not be able to compete successfully, the possible volatility of HNH's stock price, and the potential fluctuation in its operating results. Although HNH believes that the expectations reflected in these forward-looking statements are reasonable and achievable, such statements involve significant risks and uncertainties, and no assurance can be given that the actual results will be consistent with these forward-looking statements. Investors should read carefully the factors described in the "Risk Factors" section of HNH's filings with the SEC, including HNH's Form 10-K for the year ended December 31, 2014, for information regarding risk factors that could affect HNH's results. Except as otherwise required by Federal securities laws, HNH undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances, or any other reason.
About Handy & Harman Ltd.
Handy & Harman Ltd. is a diversified manufacturer of engineered niche industrial products with leading market positions in many of the markets it serves. Through its wholly-owned operating subsidiaries, HNH focuses on high margin products and innovative technology and serves customers across a wide range of end markets. HNH's diverse product offerings are marketed throughout the United States and internationally.
HNH's companies are organized into four businesses: Joining Materials, Tubing, Building Materials and Kasco.
HNH sells its products and services through direct sales forces, distributors, and manufacturer's representatives. HNH serves a diverse customer base, including the construction, electrical, transportation, utility, medical, oil and gas exploration and food industries.
HNH's business strategy is to enhance the growth and profitability of the HNH business units and to build upon their strengths through internal growth and strategic acquisitions. Management expects HNH to continue to focus on high margin products and innovative technology. Management has evaluated and will continue to evaluate, from time to time, potential strategic and opportunistic acquisition opportunities, as well as the potential sale of certain businesses and assets.
HNH is based in White Plains, N.Y., and its common stock is listed on the NASDAQ Capital Market under the symbol HNH. Website:
www.handyharman.com
About JPS Industries, Inc.
JPS Industries, Inc. is a major U.S. manufacturer of sheet and mechanically formed glass and aramid materials for specialty applications in a wide expanse of markets requiring highly engineered products. JPS's products are used in a wide range of applications including: advanced composite materials; civilian and military aerospace components; printed electronic circuit boards; filtration and insulation products; specialty commercial construction substrates; automotive and industrial components; soft body armor for civilian and military applications. Headquartered in Greenville, South Carolina, the Company operates three manufacturing locations in Anderson and Slater, South Carolina and Statesville, North Carolina.
Contact
James F. McCabe, Jr., Senior Vice President and Chief Financial Officer, Handy & Harman Ltd.
212-520-2300
jmccabe@steelpartners.com

text: HANDY & HARMAN LTD.

text: JPS INDUSTRIES, INC.

text: Handy & Harman Ltd.

text: HNH

text: HNH

text: JPS Industries, Inc.

text: JPS

text: HNH

text: JPS

text: JPS

text: HNH

text: Warren Lichtenstein

text: HNH

text: HNH

text: JPS

text: Gary Wallace

text: JPS

text: JPS

text: JPS

text: JPS

text: JPS

text: HNH

text: HNH Group

text: HNH Group

text: HNH Group

text: HNH Group

text: JPS

text: HNH

text: JPS

text: HNH Group

text: JPS

text: Olshan Frome Wolosky LLP

text: HNH

text: Houlihan Lokey

text: JPS

text: O'Melveny & Myers LLP

text: Wyche P.A.

text: JPS

text: JPS

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: Handy & Harman Ltd.

text: Handy & Harman Ltd.

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: HNH

text: JPS Industries, Inc.

text: JPS Industries, Inc.

text: JPS

text: Handy & Harman Ltd.


dataset: buster

text:
EX-99.1
3
exh99-1.htm
PRESS RELEASE
September 20, 2011 Form 8-K Exhibit 99.1
For Immediate Release
8x8 Completes Acquisition of Contactual, Inc.
Latest strategic investment significantly enhances 8x8's
presence in rapidly growing cloud call center market
SUNNYVALE, CA
- September 16, 2011 -- 8x8, Inc. (Nasdaq: EGHT), provider of innovative cloud
communications and computing solutions, today announced that it has completed the acquisition of privately-held Contactual, Inc., a
provider of cloud-based call center and customer interaction management solutions. 8x8 agreed to acquire Contactual for 6,700,000
shares of unregistered 8x8 common stock, but this share amount was reduced at closing by 215,100 shares in exchange for 8x8's
agreement to pay statutory tax withholding on behalf of five former executives of Contactual, Inc. 8x8 originally announced its intent to
buy Contactual on September 12, 2011. The transaction closed on September 15, 2011.
The acquisition of Contactual significantly broadens 8x8's technological expertise and service offerings in the hosted SaaS
(Software as a Service) call center market and brings in house the only major software technology of 8x8's service offerings that was
not owned and developed by 8x8. 8x8 has been reselling the Contactual contact center technology since 2007. This strategic
investment is one of several recent initiatives implemented by 8x8 to advance its mission of becoming the industry's premier provider of
broad-based cloud communications and IaaS (Infrastructure as a Service) solutions.
"Together, 8x8 and Contactual become a formidable competitor in the customer interaction management and contact center
space", said 8x8 Chairman & CEO Bryan Martin. "With our combined resources, longevity in the market and proven
solution, we are in a unique and powerful position to quickly and effectively meet the needs of the growing number of businesses
seeking non-premise, cloud-based call center services".
The acquisition is expected to be immediately accretive to 8x8's full fiscal year net income after the exclusion of any one-time costs
associated with the acquisition and amortization expenses. Contactual's revenue for calendar year 2010 was approximately $8.3
million, inclusive of approximately 10% of revenue received from 8x8. For the
three and six-month periods ended June 30, 2011, Contactual's unaudited revenue was approximately $2.5
million and $4.8 million, inclusive of approximately 9% of revenue received from 8x8 during each of these periods. Thirty-two former
employees of Contactual have joined 8x8 as part of the transaction.
About 8x8, Inc.
8x8, Inc. (Nasdaq: EGHT), a pioneer in the development of cloud-based VoIP, video, mobile, and
unified communications solutions, leverages its patented software technologies to deliver industry-leading SaaS applications to
businesses of any size with employees in any location. We offer integrated business communications and cloud computing services that are designed to meet the
highest levels of availability, reliability and scalability. Increasingly, businesses are finding they can
reduce costs, improve productivity, and be positioned competitively for the future by choosing 8x8 for their mission critical, cloud-based
communications and computing needs. For additional information, visit
www.8x8.com
, or connect with 8x8 on
Facebook
and
Twitter
.
Forward Looking Statements
This news release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995
and Section 21E of the Securities Exchange Act of 1934. These statements include, without limitation, information about future events
based on current expectations, potential product development efforts, near and long-term objectives, potential new business, strategies,
organization changes, changing markets, future business performance and outlook. Such statements are predictions only, and
actual events or results could differ materially from those made in any forward-looking statements due to a number of risks and
uncertainties.
Actual future financial results and trends for us and Contactual may differ materially from historical results or those projected in any
such forward-looking statements depending on a variety of factors. These factors include, but are not limited to, the possibility
that we and Contactual may be unable to achieve expected synergies and other benefits from the proposed transaction within the
expected time-frames or at all, integration of the operations of Contactual with our own may be more difficult, time-consuming or costly
than expected, revenues of the combined business following the transaction may be lower than expected, our ability to retain key
employees of 8x8 and Contactual subsequent to the completion of the transaction, our ability to retain the customers of Contactual
subsequent to the completion of the transaction, customer acceptance and demand for our products and services, the reliability of our
services, the prices for our services, customer renewal rates, customer acquisition costs, actions by our competitors, including price
reductions for their telephone services, potential federal and state regulatory actions, compliance costs, potential warranty claims and
product defects, our needs for and the availability of adequate working capital, our ability to innovate technologically, the timely supply
of products by our contract manufacturers, potential future intellectual property infringement claims that could adversely affect our
business and operating results, and our ability to retain our listing on the NASDAQ Capital Market. For a discussion of such
risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk
Factors" in the Company's reports on Forms 10-K and 10-Q, as well as other reports that 8x8, Inc. files from time to time with the
Securities and Exchange Commission. All forward-looking statements are qualified in their entirety by this cautionary
statement, and 8x8, Inc. undertakes no obligation to update publicly any forward-looking statement for any reason, except as required
by law, even as new information becomes available or other events occur in the future.
# # #
CONTACT:
Joan Citelli
joan.citelli@8x8.com
(408) 654-0970

label: organization

text: Contactual, Inc.

text: Contactual, Inc.

text: Contactual

text: Contactual, Inc.

text: Contactual

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text: Contactual

text: Contactual

text: Contactual

text: Contactual

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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
exh99-1_16863.htm
PRESS RELEASE DATED JULY 12, 2010
Unassociated Document
Exhibit 99.1
FOR IMMEDIATE RELEASE
Bridgeline Digital Acquires eMagination and eMagination Intelligence Group
eMagination CEO, Dan Roche, will lead the new business unit
Woburn, MA, July 12, 2010
- Bridgeline Digital, Inc. (NASDAQ: BLIN), a leader in web engagement management solutions, announced today that it has acquired selective assets of eMagination Network LLC and eMagination Intelligence Group (IG), further expanding Bridgeline Digital's presence into the Baltimore region and into the United States Government markets.
Founded in 1992, eMagination was acquired in 2003 by Dan Roche, eMagination's current Chief Executive Officer. The company is a Microsoft Gold Certified Partner that provides Web Application Development, Content Management Solutions, eCommerce Solutions, SharePoint Development, Usability expertise, and Search Engine Optimization for its customers.
eMagination has two groups. eMagination Network, LLC provides interactive technology services and web application development to the Washington DC and Baltimore area commercial markets. eMagination IG, a wholly-owned subsidiary, provides technology solutions in projects with the United States Government. eMagination IG markets their web development services to the Department of Health and Human Services, the Department of Homeland Security, the Department of Justice, and the Department of Defense. eMagination IG, whose services are listed on the GSA Schedule, will operate as a wholly-owned subsidiary of Bridgeline Digital.
Over the past 4 consecutive prior quarters eMagination has had unaudited cumulative sales of over $5.4 million and has serviced a customer base across various industries including government, healthcare, technology, associations, and education. Its customers include Northrop Grumman, ITT Corporation, Lockheed Martin, AARP, Baltimore Washington International Airport, Centers for Medicaid and Medicare, Tourneau, and Healthy Directions. To learn more about eMagination please visit
www.emagination.com
.
Bridgeline Digital acquired eMagination for $4.3 million, including the purchase of approximately $250 thousand of eMagination's net working capital (assumed accounts receivable, less assumed liabilities). The $4.3 million in selective assets purchased was paid for with a combination of cash, Bridgeline Digital common stock, and earn out. The Bridgeline Digital common stock and cash earn out will be paid when certain quarterly financial objectives are achieved over the next 3 years.
eMagination's Chief Executive Officer, Dan Roche, has joined Bridgeline as Executive Vice President and General Manager for the Baltimore business unit and the Intelligence Group business unit. Mr. Roche is a successful entrepreneur with extensive operating experience. Mr. Roche was selected as Baltimore's Best "Turnaround Expert" in 2004 by Baltimore Magazine's "Best of Baltimore", and in 2005, 2006, 2007, 2008, and 2009 eMagination was recognized by the Baltimore Business Journal as one of the top web and software development companies in the area.
From 1997 to 2001, Mr. Roche was President and Chief Operating Officer of Condor Technology Solutions, where he led the company's business strategy, operations and acquisition program. Mr. Roche helped lead the company's successful IPO in 1998 raising $180M. Condor was a full service information technology provider that that rapidly grew to have 33 offices in 6 countries and over 1,500 employees.
From 1991 to 1996, Mr. Roche was the founder, President and CEO of Rapid Systems Solutions. During this 5 year period, Rapid Systems Solutions grew to over $35 million in annual revenue, with over 300 employees and was ranked in Washington Technology's 'Fast 50' 5 years in a row. Mr. Roche was named "1995 Entrepreneur of the Year" by Ernst and Young. Rapid Systems was acquired by Medaphis in 1996.
Mr. Roche received a Master's of Science degree, summa cum laude, in computer science from The Johns Hopkins University and a Bachelor of Science degree, cum laude, in computer science from Central Michigan University. In addition, Mr. Roche has completed the Owner-President Management Program (OPM) at the Harvard Graduate School of Business.
"
We are very excited about our merger with Bridgeline Digital - our two companies are an outstanding fit", stated Dan Roche, eMagination's Chief Executive Officer. "The iAPPS product suite is a very impressive solution and we are excited to introduce iAPPS to the eMagination customer base".
Thomas Massie, Bridgeline Digital
'
s Chairman and Chief Executive Officer commented, "eMagination has an outstanding reputation for developing high quality web based solutions and an excellent customer base. In addition, it's very exciting to have Bridgeline expand into the U.S. Government marketplace. We believe the growth potential for Bridgeline and for iAPPS in the U.S. Government markets can be significant".
About Bridgeline Digital, Inc.
Bridgeline Digital is a developer of award-winning web engagement management software and award-winning interactive business technology solutions that help customers leverage best in class web-based technologies to achieve their business objectives. The iAPPS Product Suite is an innovative solution that deeply unifies web Content Management, eCommerce, eMarketing, and web Analytics capabilities into the heart of websites, intranets, extranets or portals - enabling users to swiftly enhance and optimize the value of their web assets.
Combined with award-winning application development services by Microsoft Gold Certified development teams, Bridgeline Digital helps customers to cost-effectively maximize the value of their rapidly changing web applications. Bridgeline Digital's teams of developers specialize in web application development, usability engineering, SharePoint development, rich media development, and search engine optimization.
Bridgeline Digital is headquartered near Boston with additional locations in Atlanta, Chicago, Denver, New York, Philadelphia, Washington, D.C., and Bangalore, India. Bridgeline Digital has hundreds of customers ranging from middle market organizations to divisions within Fortune 1,000 companies that include: Sun Chemical, Honeywell, Healthcore, LG Electronics, Marriott International, Berkshire Life, PODS, Budget Rental Car, Washington Redskins, AARP, National Financial Partners, The Packard Foundation, DTCC, Cadaret, Grant & Co., National Insurance Crime Bureau, and the American Academy of Pediatrics. To learn more about Bridgeline Digital, please visit
www.bridgelinedigital.com
.
- 2 -
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
All statements included in this press release, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on our current expectations, estimates and projections about our industry, management's beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as "anticipates,
"
"expects", "intends", "plans", "predicts", "believes", "seeks", "estimates", "may", "will", "should", "would", "could", "potential", "continue", "ongoing", similar expressions, and variations or negatives of these words. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions, including the risks described in our Annual Report on Form 10-K as well as our other filings with the Securities and Exchange Commission, that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement. We expressly disclaim any obligation to update any forward-looking statement.
For More Information please contact:
Ron Levenson
Executive Vice President & CFO
Bridgeline Digital, Inc.
781-497-3015
rlevenson@blinedigital.com
Thomas Massie
President & CEO
Bridgeline Digital, Inc.
781-497-3001
tmassie@blinedigital.com
Dan Roche
President & CEO
eMagination Network, LLC.
410-234-1500 x217
droche@emagination.com
- 3 -

text: Bridgeline Digital

text: eMagination

text: eMagination Intelligence Group

text: eMagination

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text: Dan Roche

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text: eMagination

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text: Bridgeline Digital

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text: eMagination

text: Bridgeline Digital

text: Dan Roche

text: eMagination

text: eMagination

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text: Bridgeline Digital

text: Bridgeline Digital

text: Bridgeline Digital

text: Bridgeline Digital

text: Bridgeline Digital

text: Bridgeline Digital

text: Bridgeline Digital, Inc

text: Thomas Massie

text: Bridgeline Digital, Inc

text: Dan Roche


text:
EX-99.1
3
a06-21469_1ex99d1.htm
EX-99.1
Exhibit 99.1
Natrol Expands with the
Acquisition of Nu Hair
®
and Shen Min
®
from Biotech Corporation
CHATSWORTH, CA,
October 13,
2006- Natrol, Inc. (NASDAQ: NTOL), a premier manufacturer and distributor of
nationally branded nutritional products, today announced the acquisition of the
Nu Hair and Shen Min brands from Biotech Corporation in Connecticut. Nu
Hair and Shen Min are the number one brands being sold nationally within the
men's and women's hair growth category for natural products.
"This acquisition of the successful Nu Hair and
Shen Min brands supports one of Natrol's key growth objectives: strategic
acquisitions. Addition of the brands will provide Natrol the opportunity
to expand in the hair growth category for natural products", stated Wayne M.
Bos, President and CEO of Natrol. He added, "Nu Hair and Shen Min are
quality brands that will leverage Natrol's expertise in sales and marketing,
coupled with its strong distribution in mass market and health food channels".
Gregory J. Kelly, President of Biotech
Corporation, said, "Having developed over the past ten years into the market
leader within the hair growth category for natural products, Biotech is pleased
to sell these brands to a larger, well recognized and respected public company
such as Natrol." He added, "Natrol will be able to take Nu Hair and Shen
Min to the next level, where the brands will continue to grow and fulfill their
highest potential".
Nu Hair products, distributed within the mass
market channel, include hair regrowth tablets for men and women, as well as
topical products, such as Thinning Hair Serum and Thickening Shampoo. The
Shen Min brand, marketed primarily within the health food channel, consists of
a similar line of products.
About
Natrol
Founded in 1980, Natrol, Inc. (NASDAQ:
NTOL) is a diversified nutrition company that manufactures and distributes
premium-branded nutritional supplements, herbal teas and sports nutrition
products under the Natrol®, Laci Le Beau® and Prolab® brands,
respectively. Natrol markets approximately 50 product categories with
more than 500 stock-keeping units (SKU's) designed to meet a wide range of
consumer needs. The products are available at thousands of food, drug,
mass market and independent health food stores, catalogs and Internet sites,
gyms and specialty stores nationally and in select foreign countries. For
more information, visit www.natrol.com.
The statements made in this press release which
are not historical facts including statements regarding expectations for future
growth of revenue and profits and trends concerning net sales, are forward
looking statements within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. As a result of a number of factors, the Company's actual results could
differ materially from those set forth in the forward looking statements.
Certain factors that might cause Natrol's actual results to differ materially
from those set forth in the forward looking statements include adverse trends
in the
dietary supplements industry, intense
competition, adverse effects of unfavorable publicity regarding particular
products or the Company's industry generally, the Company's dependence on the
introduction of successful new products, the Company's ability to gain market
share and shelf space in each of its distribution channels, the Company
experiencing high rates of product returns, and adverse government regulation,
as well as those factors set forth under the heading "Risk Factors" in the
Company's Annual Report on Form 10-K for the year ended December 31, 2005 and
in the Company's other filings with Securities and Exchange Commission.
Contact:
Teri Lim
Natrol, Inc.
Phone: (818) 739-6000 Ext. 583
Fax: 818-739-6004
Biotech Corporation
c/o Don Kittredge
Capital Research Partners
Phone: 203-571-1744

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text: Nu Hair

text: Shen Min

text: Biotech Corporation

text: Natrol, Inc.

text: Nu Hair

text: Shen Min

text: Biotech Corporation

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Nu
Hair

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text: Nu Hair

text: Shen Min

text: Natrol

text: Natrol

text:
Wayne M.
Bos

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text: Nu Hair

text: Shen Min

text: Natrol

text: Gregory J. Kelly

text:
Biotech
Corporation

text: Natrol

text: Natrol

text: Nu Hair

text:
Shen
Min

text: Nu Hair

text: Shen Min

text: Natrol

text: Natrol, Inc.

text: Natrol

text: Natrol

text: Natrol

text: Natrol, Inc.

text: Biotech Corporation


text:
EX-99.1
10
a15-15183_1ex99d1.htm
EX-99.1
Exhibit 99.1
DOLLAR TREE COMPLETES ACQUISITION OF FAMILY DOLLAR
·
Creates combined organization with sales exceeding $19 billion annually with more than 13,600 stores across 48 states and five Canadian provinces
·
Gary Philbin named President and Chief Operating Officer of Family Dollar Stores
CHESAPEAKE, Va. - July 6, 2015 - Dollar Tree, Inc. (NASDAQ: DLTR), North America's leading operator of discount variety stores selling everything for $1 or less, announced today that it has completed the acquisition of Family Dollar Stores, Inc., a leading national discount retailer offering name brands and quality, private brand merchandise.
"We are pleased to announce we have completed our acquisition of Family Dollar and we formally welcome the Family Dollar team to the Dollar Tree organization", stated Bob Sasser, Chief Executive Officer. "This is a transformational opportunity for our business to offer broader, more compelling merchandise assortments, with greater values, to a wider array of customers. This acquisition will extend our reach to low-income customers, while strengthening and diversifying our footprint. We plan to leverage best practices across both organizations to deliver significant cost synergies. Combined, our growth potential is enhanced with improved opportunities to increase store productivity and to open more stores across multiple banners".
Under the terms of the merger agreement first announced and unanimously approved by each company's Board of Directors in July 2014, Family Dollar shareholders are entitled to receive $59.60 in cash and 0.2484 of a share of Dollar Tree common stock for each share of Family Dollar common stock.
The Company also announced that Gary Philbin, age 58, has been named President and Chief Operating Officer of Family Dollar, effective immediately. In his new role, Mr. Philbin will continue to report to Bob Sasser. Mr. Philbin joined Dollar Tree as Senior Vice President of Stores in December 2001, and was later promoted to Chief Operating Officer in March 2007 and to President in June 2013. Prior to joining Dollar Tree, Mr. Philbin held senior-level positions in both merchandising and operations during his thirty years in the retail grocery industry.
"I am very proud to announce that Gary will be taking on his new leadership role of Family Dollar Stores", Sasser said. "Gary has played an integral role in the success of Dollar Tree over the past fourteen years. Notably, Gary was instrumental in improving the Dollar Tree customer shopping experience and the related customer satisfaction, as well as leading the integration following our Canadian acquisition in 2010".
Philbin stated, "I am very pleased to have the opportunity to lead the Family Dollar team. Throughout the due diligence and integration planning processes, I have been impressed with the experience, talent and dedication of the Family Dollar team members. Our focus as an organization will be on the customer - by consistently providing great values, affordable prices, and relevant items in a store environment that is convenient, clean, reliable and efficient. We are well-prepared for the integration process, which is now under way".
Additionally, the Company announced that Howard R. Levine, Chief Executive Officer of Family Dollar, has been appointed to Dollar Tree's board of directors, effective immediately.
Sasser concluded, "We appreciate the efforts, dedication and teamwork displayed by both Dollar Tree and Family Dollar associates throughout our integration planning processes. We are well-prepared to integrate our two companies".
Strategic Rationale
·
Creates a leading discount retailer in North America.
The combined organization will operate more than 13,000 stores in 48 states and five Canadian provinces, with sales exceeding $19 billion annually and over 145,000 associates.
·
Complementary business model across fixed- and multi-price point.
Dollar Tree is the nation's leading operator of fixed-price point stores, selling everything for $1 or less, and Family Dollar is a leading national operator of multi-price point stores providing value-conscious consumers with a selection of competitively priced merchandise in convenient neighborhood stores. The Company intends to retain and to grow both banners going forward and will optimize the combined real estate portfolio.
·
Targets broader range of customers and geographies.
Dollar Tree targets customers within a broad range of Middle America with stores located primarily in suburban areas and Family Dollar targets low- and lower-middle income households through its urban and rural locations. The transaction enables Dollar Tree to serve a broader range of customers and deliver even greater value to them.
·
Leverages complementary merchandise expertise.
Dollar Tree's merchandise mix consists of a balance between consumable merchandise and variety/seasonal merchandise. Family Dollar's assortment consists primarily of consumable merchandise and home products. The complementary offerings enable the Dollar Tree and Family Dollar brands to expand categories and to deliver a broader, more compelling assortment to all customers.
·
Generates significant synergy opportunities.
Dollar Tree expects to generate significant efficiencies through sourcing and procurement, format optimization, SG&A leverage, and its distribution network. The Company anticipates that the transaction will result in an estimated $300 million of annual run-rate synergies to be fully realized by the end of the third year post-closing.
·
Enhanced financial performance and improved growth prospects.
Dollar Tree will be better positioned to invest in existing and new markets and channels and to grow its store base across multiple brands. The combined company expects to generate significant free cash flow, enabling it to pay down debt rapidly.
J.P. Morgan Securities LLC acted as exclusive financial advisor to the board of directors of Dollar Tree, and J.P. Morgan Chase Bank, N.A. committed to provide bridge financing for the transaction. Wachtell, Lipton, Rosen & Katz and Williams Mullen acted as legal counsel to Dollar Tree in connection with the transaction. Morgan Stanley & Co. LLC acted as exclusive financial advisor to the board of directors of Family Dollar in connection with the transaction. Cleary Gottlieb Steen & Hamilton LLP acted as legal counsel to Family Dollar in connection with the transaction.
About Dollar Tree, Inc.
Dollar Tree, a Fortune 500 Company, now operates more than 13,600 stores across 48 states and five Canadian provinces. Stores operate under the brands of Dollar Tree, Dollar Tree Canada, Deals and Family Dollar. To learn more about the Company, visit www.DollarTree.com.
Forward Looking Statements
A WARNING ABOUT FORWARD-LOOKING STATEMENTS: Our press release contains "forward-looking statements" as that term is used in the Private Securities Litigation Reform Act of 1995. Forward-looking statements address future events, developments or results and typically use words such as believe, anticipate, expect, intend, plan, forecast, or estimate. For example, our forward-looking statements include statements regarding the merger with Family Dollar, including the benefits, results and effects of the merger, future financial and operating results, including estimated synergies, expectations concerning the combined company's plans, objectives, expectations (financial or otherwise) and intentions. Risks and uncertainties related to the proposed merger include, among others, difficulties related to integration of the proposed merger and our ability to obtain cost savings and synergies contemplated by the merger, unexpected costs, charges or expenses resulting from the proposed merger, and the outcome of pending or potential litigation or governmental investigations. For a discussion of the risks, uncertainties and assumptions that could affect our future events, developments or results, you should carefully review the "Risk Factors", "Business", and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections in our Annual Report on Form 10-K filed March 13, 2015. We are not obligated to release publicly any revisions to any forward-looking statements contained in this press release to reflect events or circumstances occurring after the date of this report and you should not expect us to do so.
CONTACT:
Dollar Tree, Inc.
Randy Guiler, 757-321-5284
Vice President, Investor Relations
www.DollarTree.com

text: DOLLAR TREE

text: FAMILY DOLLAR

text: Dollar Tree, Inc.

text: Family Dollar Stores, Inc.

text: Family Dollar

text: Family Dollar

text: Dollar Tree

text: Bob Sasser

text: Family Dollar

text: Dollar Tree

text: Family Dollar

text: Family Dollar

text: Bob Sasser

text: Dollar Tree

text: Dollar Tree

text: Dollar Tree

text: Dollar Tree

text: Family Dollar

text: Family Dollar

text: Howard R. Levine

text: Family Dollar

text: Dollar Tree

text: Dollar Tree

text: Family Dollar

text: Dollar Tree

text: Family Dollar

text: Dollar Tree

text: Family Dollar

text: Dollar Tree

text: Dollar Tree

text: Family Dollar

text: Dollar Tree

text: Family Dollar

text: Dollar Tree

text: Dollar Tree

text: J.P. Morgan Securities LLC

text: Dollar Tree

text: J.P. Morgan Chase Bank, N.A.

text: Wachtell, Lipton, Rosen & Katz

text: Williams Mullen

text: Dollar Tree

text: Morgan Stanley & Co. LLC

text: Family Dollar

text: Cleary Gottlieb Steen & Hamilton LLP

text: Family Dollar

text: Dollar Tree, Inc.

text: Dollar Tree

text: Dollar Tree

text: Dollar Tree

text: Family Dollar

text: Family Dollar

text: Dollar Tree, Inc.


text:
EX-99.1
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ex99-1.htm
Exhibit 99.1
Cable ONE Completes Acquisition of NewWave Communications
May 1, 2017 - Phoenix, Arizona -- (BUSINESS WIRE) --
Cable One, Inc. (NYSE: CABO) (the "Company" or "Cable ONE") today announced the completion of its acquisition of NewWave Communications ("NewWave"), a cable operator providing high-speed data, video and voice services to residential and business customers throughout non-urban areas of Arkansas, Illinois, Indiana, Louisiana, Mississippi, Missouri and Texas.
The all-cash $735 million acquisition was originally announced on January 18, 2017. The combination of Cable ONE and NewWave creates a leading high-speed data and cable company serving more than 1.2 million primary service units in 21 states and expands Cable ONE's footprint into additional non-metropolitan markets for which the Company has optimized its strategy and operations.
"Our acquisition of NewWave is extremely positive for our customers, our associates and our shareholders", said Julie Laulis, President and CEO of Cable ONE. "I am pleased to welcome the NewWave teams from around the country to Cable ONE as we work together to integrate and deliver on our financial objectives".
###
About Cable ONE
Cable One, Inc. (NYSE: CABO) is the seventh-largest cable company in the United States. Serving more than 800,000 customers in 21 states with high-speed internet, cable television and telephone service, Cable ONE provides consumers with a wide range of the latest products and services, including wireless internet service, high-definition programming and phone service with free, unlimited long-distance calling in the continental U.S.
CONTACTS:
Trish Niemann
Public Relations Director
602.364.6372
patricia.niemann@cableone.biz
Kevin Coyle
CFO
investor_relations@cableone.biz
CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
This communication contains "forward-looking statements" that involve risks and uncertainties. These statements can be identified by the fact that they do not relate strictly to historical or current facts, but rather are based on current expectations, estimates, assumptions and projections about the cable industry and our business and financial results. Forward-looking statements often include words such as "anticipates", "estimates", "expects", "projects", "intends", "plans", "believes" and words and terms of similar substance in connection with discussions of future operating or financial performance. As with any projection or forecast, forward-looking statements are inherently susceptible to uncertainty and changes in circumstances. Our actual results may vary materially from those expressed or implied in our forward-looking statements. Accordingly, undue reliance should not be placed on any forward-looking statement made by us or on our behalf. Important factors that could cause our actual results to differ materially from those in our forward-looking statements include government regulation, economic, strategic, political and social conditions and the following factors: risks related to diverting management's attention from our ongoing business operations; uncertainties as to our ability and the amount of time necessary to realize the expected synergies and other benefits of the transaction; our ability to integrate NewWave's operations into our own; and risks and uncertainties detailed in the section titled "Risk Factors" in our Annual Report on Form 10-K as filed with the Securities and Exchange Commission (the "SEC") on March 1, 2017 and other reports filed with the SEC. Any forward-looking statements made by us in this communication speak only as of the date on which they are made. We are under no obligation to, and expressly disclaim any obligation to, update or alter our forward-looking statements, whether as a result of new information, subsequent events or otherwise.

text: Cable ONE

text: NewWave Communications

text: Cable One, Inc.

text: Cable ONE

text: NewWave Communications

text: NewWave

text: Cable ONE

text: NewWave

text: Cable ONE

text: NewWave

text: Julie Laulis

text: Cable ONE

text: NewWave

text: Cable ONE

text: Cable ONE

text: Cable One, Inc.

text: Cable ONE

text: Kevin Coyle

text: NewWave


text:
EX-99.1
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a5662719ex991.htm
EXHIBIT 99.1
Exhibit 99.1
Keynote
Systems Acquires French-based Zandan and Solidifies Its Position as the
Global Leader in On-Demand Mobile Test & Measurement Solutions
Purchase
for €2 Million, or Approximately US$3 Million, Inclusive of Shares,
Debt Repayment and Estimated Restructuring Costs
Zandan
Contributes Important Customers, including Telefonica and Bouygues
Telecom
SAN MATEO, Calif.--(BUSINESS WIRE)--Keynote Systems (Nasdaq:KEYN), the
global leader in on-demand mobile and Internet test & measurement
solutions for continuously improving the online experience, today
announced the acquisition of Zandan, a private, French-based software
company.
In the transaction, Keynote 1) secured the exclusive rights to the
technology used to develop Keynote Mobile Application Perspective®
(MAP), which was originally licensed from Zandan in a non-exclusive OEM
deal approximately three years ago; 2) gained access to the company's
small, but important customer base including Telefonica and Bouygues,
the large Spanish and French wireless carriers; and 3) cemented
Keynote's position as the worldwide leader in mobile test & measurement
software-as-a service (SaaS) solutions. The total purchase price is
expected to be €2 Million, or approximately US$3 million, and includes
the share purchase price, debt repayment and estimated restructuring
costs, which are likely to be incurred over the next six months. The
transaction is expected to be accretive on a non-GAAP basis in Keynote's
fiscal year 2009, which begins October 1, 2008. The company defines
non-GAAP net income as net income adjusted for provision for income tax,
stock-based compensation expense, and amortization of purchased
intangibles less cash tax expense.
Zandan is a 14-person French-based software company, whose founder and
former chief technology officer, Jerome Jacq, joined Keynote in 2007.
Zandan supplies active end-to-end customer simulation solutions used
across the entire mobile service life cycle from interactive testing,
service & handset acceptance to live monitoring, alerting,
troubleshooting and SLA management. Keynote MAP allows wireless
operators and mobile content developers to interactively test, measure
and monitor mobile content from 22 geographic locations worldwide
utilizing a library of over 1,000 wireless device profiles.
Umang Gupta, chairman and CEO of Keynote, said "Our MAP service was
implemented by us on the basis of Zandan code, and it has already found
traction in the U.S. with many mobile customers. We now hope to repeat
the same success in Europe with the help of the Zandan team. Our intent
is to restructure the Zandan business in an orderly way over the coming
six months and to rename it Keynote France. Thereafter, the company,
which will be headed by Jerome Jacq, will have the mission of increasing
our mobile and Internet business in France, Spain and adjoining
countries".
About Keynote
Keynote Systems (Nasdaq "KEYN") is the global leader in on-demand test &
measurement solutions for continuously improving the online experience.
As an independent and trusted third-party, Keynote provides IT and
marketing executives with an unbiased view into their Internet services
from around the world. For over a decade, Keynote has been providing
measurement data and testing capabilities that allow companies to
understand and improve their customer's online and mobile experience.
Keynote has four test and measurement businesses: Web performance,
mobile quality, streaming & VoIP, and customer experience/UX. In
addition, Keynote's industry analysis group called Keynote Competitive
Research publishes proprietary studies measuring customer experience and
service levels across a wide range of industries.
Known as The Mobile and Internet Performance Authority™, Keynote has a
market-leading infrastructure of 2,400 measurement computers and mobile
devices in over 240 locations around the world. Keynote also maintains
one of the most representative panels of online users consisting of
160,000 consumers. Keynote's on-demand, hassle-free infrastructure
allows businesses to access services they need, when they need them to
pinpoint and fix mobile quality and Internet problems before they impact
customers.
Keynote helps over 2,700 corporate customers become "the best of the
best" by helping them improve online business performance and mobile
communications quality. Keynote's customers represent top Internet and
mobile companies including American Express, BP, Caterpillar, Dell,
Disney, eBay, ESPN Mobile, E*TRADE, Expedia, FedEx, Microsoft,
SonyEricsson, Sprint, T-Mobile, Verizon and Vodafone.
Keynote Systems, Inc. is headquartered in San Mateo, California and can
be reached at
www.keynote.com
or by phone in the U.S. at (650)
403-2400.
Forward-Looking Statements
This press release contains forward-looking statements that are not
purely historical regarding the Company or management's intentions,
hopes, beliefs, expectations and strategies for the future. Because such
statements deal with future events, they are subject to various risks
and uncertainties, and actual results could differ materially from the
Company's current expectations.
Forward-looking statements in this release include, but are not limited
to, future financial effects of the transaction, the integration of
Zandan products and technology with those of Keynote, and their
benefits, plans for the geographic expansion and retention of Zandan
customers. It is important to note that actual outcomes and Keynote's
actual results could differ materially from those in such
forward-looking statements.
Factors that could cause actual results to differ materially include
risks and uncertainties such as the need to retain existing customers
and obtain new customers in order for the acquisition to be accretive in
the future, potential differences between French GAAP and U.S. GAAP, the
acquisition may not be accretive to U.S. GAAP operating income or net
income (which includes the effect of the amortization of intangibles),
as the amount of the intangibles to be amortized and the period over
which such amortization will occur has not be finally determined,
Keynote's ability to control costs, unforeseen expenses related to the
Zandan business, potential customer retention issues after the merger,
particularly as many customers do not have long term commitments to
continue using the services, pricing pressure with respect to services,
competition, and unforeseen issues with respect to the integration of
technologies and personnel of Zandan, unforeseen expenses relating to
any restructuring of the Zandan business, risks related to international
expansion and conducting operations in foreign countries and overall
market and general economic conditions. Readers should also refer to the
risks outlined in Keynote's reports filed with the Securities and
Exchange Commission, including its Annual Report on Form 10-K for its
fiscal year ended September 30, 2007, and its quarterly reports on Form
10-Q and any current reports on Form 8-K filed during the fiscal year.
All forward-looking statements and reasons why results might differ
included in this release are made as of the date of this press release,
based on information available to Keynote as of the date of this press
release, and
Keynote assumes no obligation to update any such forward-looking
statement or reasons why results might differ.
Keynote, The Internet Performance Authority and Perspective are
registered trademarks and The Mobile and Internet Performance Authority
and True Experience are trademarks of Keynote Systems, Inc. Other
trademarks are the property of their respective owners. © 2007 Keynote
Systems, Inc.
CONTACT:
Keynote Systems, Inc.
Dan Berkowitz, 650-403-3305 (Public
Relations)
dberkowitz@keynote.com
Kirsten Chapman,
415-433-3777 (Investor Relations)
kchapman@lhai.com

text:
Keynote
Systems

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text: Zandan

text: Keynote Systems

text: Zandan

text: Zandan

text: Zandan

text: Zandan

text: Umang Gupta

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text: Zandan

text: Zandan

text: Keynote Systems

text: Keynote Systems

text: Zandan

text: Zandan

text: Zandan

text: Zandan

text: Zandan

text: Keynote Systems

text:
Keynote
Systems

text: Keynote Systems


text:
EX-99.1
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ex99-1.htm
EX-99.1
ex99-1.htm
Exhibit 99.1
IGC Expands Infrastructure Development Capabilities with Acquisition
Accelerates Initiatives & Suite of Service Offerings for the Legal Cannabis Farming Marketplace
Bethesda, February 16, 2016 (GLOBENEWSWIRE) -- India Globalization Capital, Inc. (
IGC
) announces today that it has acquired Cabaran Ultima, a 30-year-old international project development company for a consideration of 998,571 shares of IGC common stock for a purchase price of $229,671.
Cabaran Ultima is a dynamic project development and management company with expertise in several key segments including, a) building infrastructure to support growing and extraction of medical grade oils from plants; b) managing the construction of high-end luxury complexes such as service apartments, luxury condominiums and hotels; and c) design and development of other large infrastructure.
Cabaran Ultima reported profits of $1M for the Financial Year Ended 2015. For the upcoming financial year Cabaran Ultima forecasts $5M in revenue and $1.5M in profit. Cabaran Ultima has several international projects under management including the build-out of seven luxury complexes in Genting, Malaysia. Genting is a hill resort one hour from Kuala Lumpur that boasts many attractions including a casino, the world's largest hotel, and several highlands farms.
Mr. Ram Mukunda, CEO of IGC commented, "We began discussing a strategic alliance with Cabaran Ultima where they would help direct our efforts to build and manage state of the art infrastructure critical in the growing and processing of pharmaceutical grade cannabis in states where it is legal. This capability is critical to IGC as this potentially high growth sector matures over the coming decade".
Mukunda added, "As our discussions progressed, it became apparent to both that there was a much bigger opportunity here and our discussions became quickly centered on a merger. For one, this acquisition furthers our articulated short-term goal of becoming profitable. In India, and in Malaysia, we expect to manage the construction of high-end luxury complexes that include apartments, and retail stores. We also see this as a way to unlock some of the land assets we have in India, while integrating the Company further into cannabis infrastructure".
Mr. Chua Seong Seng, Managing Director of Cabaran Ultima added, "We are very excited with the US market where we can bring our talent and expertise to design, build and manage the agro infrastructure of the emerging cannabis market. We have expertise in agriculture infrastructure having built a bio-fuels plant as well as pharmaceutical grade extraction facilities for the extraction of various oils, vertical farms, and tissue culture nurseries. In addition our team has expertise in project managing high end infrastructure in Genting Malaysia and see some great opportunities here in the region including in India".
About IGC
In the United States, we develop phytocannabinoid-based therapies and build state-of-the art farming facilities that we can eventually use to grow and extract pharmaceutical grade phytocannabinoids. Longer term, we expect to position the company to be a leading provider of cannabinoid based Active Pharmaceutical Ingredients ("API"). Internationally, IGC engages in leasing, trading and managing infrastructure projects.
IGC has several patent filings for the indications of Pain, Medical Refractory Epilepsy and Cachexia using cannabinoids. We are based in Bethesda, Maryland.
Our website:
www.igcinc.us
. Twitter @IGCIR
Forward-looking Statements:
Some of the statements contained in this press release that are not historical facts constitute forward- looking statements under the federal securities laws. Forward-looking statements can be identified by the use of the words "may", "will", "should", "could", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "intends", "potential", "proposed", or the negative of those terms. These statements are not a guarantee of future developments and are subject to risks, uncertainties and other factors, some of which are beyond IGC's control and are difficult to predict. Consequently, actual results may differ materially from information contained in the forward-looking statements as a result of future changes or developments in our business, our acquisition and diversification strategy, our competitive environment, and governmental, regulatory, political, economic, legal and social conditions. Except as required by federal securities laws, IGC undertakes no obligation to publicly update any forward- looking statements, whether as a result of new information, future events, or otherwise. Other factors and risks that could cause or contribute to actual results differing materially from such forward- looking statements have been discussed in greater detail in IGC's Form 10- K for fiscal year ended March 31, 2015, and in subsequent reports filed with the U.S. SEC.
Contact:
Claudia Grimaldi
301-983-0998

text: IGC

text: India Globalization Capital, Inc.

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text: Cabaran Ultima

text: IGC

text: Cabaran Ultima

text: Cabaran Ultima

text: Cabaran Ultima

text: Cabaran Ultima

text: Ram Mukunda

text: IGC

text: Cabaran Ultima

text: IGC

text: Chua Seong Seng

text: Cabaran Ultima

text: IGC

text: IGC

text: IGC

text: IGC

text: IGC

text: IGC


text:
EX-99.1
5
a18-42226_1ex99d1.htm
EX-99.1
Exhibit 99.1
ProPetro Completes Purchase of Pioneer's Pressure Pumping Assets and Enters into Long-Term Service Agreement
MIDLAND, TX, January 2, 2019 (Businesswire) - ProPetro Holding Corp. (NYSE: PUMP) ("ProPetro" or the "Company") announced today that, effective January 1, 2019, it completed its previously announced acquisition of the pressure pumping assets of Pioneer Natural Resources Company (NYSE: PXD) ("Pioneer") and became a strategic long-term service provider to Pioneer providing pressure pumping and related services for a term of up to 10 years. Under terms of the agreement previously announced on November 13, 2018, ProPetro acquired Pioneer's pressure pumping assets ("PPS") in exchange for total consideration of $400 million comprised of $110 million of cash and 16.6 million shares of ProPetro common stock, representing approximately 17% Pioneer ownership in ProPetro.
Dale Redman, ProPetro co-founder and CEO, stated, "We are pleased to materially expand our strategic relationship with Pioneer, a highly-regarded, industry-leading E&P that we have been fortunate to work closely with for several years. This transformative transaction creates the largest pressure pumper in the Permian Basin without adding incremental fleets to the overall market. Most important, I want to formally welcome our newest members to the ProPetro team of employees. We look forward to their long-term contributions and sharing best practices as we further differentiate our service offering for the benefit of our valued customer base".
PPS assets include eight frac fleets with 510,000 hydraulic horsepower (HHP), as well as three coiled tubing units and associated equipment. ProPetro now has 28 frac fleets with 1,415,000 HHP in the Permian Basin. In addition, PPS assets include a best-in-class maintenance facility situated on 111 contiguous acres located near ProPetro's current maintenance operations in Midland. As a result, the combination increases ProPetro's scale in the Permian Basin and expands its leading operational track record while allowing Pioneer to improve capital efficiency and long-term cost competitiveness in its core operations.
About ProPetro
ProPetro Holding Corp. is a Midland, Texas-based oilfield services company providing pressure pumping and other complementary services to leading upstream oil and gas companies engaged in the exploration and production of North American unconventional oil and natural gas resources. For more information, visit http://www.propetroservices.com
Forward-Looking Statements
Except for historical information contained herein, the statements in this news release are forward-looking statements that are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements and the business prospects of ProPetro are subject to a number of risks and uncertainties that may cause ProPetro's actual results in future periods to differ materially from the forward-looking statements. These risks and uncertainties include, among other things, volatility of commodity prices, government regulation or action, the ability to obtain approvals from third parties and negotiate agreements with third parties on mutually acceptable terms and litigation. These and other risks are described in the Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it. Accordingly, no assurances can be given that the actual events and results will not be materially different than the
anticipated results described in the forward-looking statements. ProPetro undertakes no duty to publicly update these statements except as required by law
ProPetro Holding Corp
Sam Sledge, 432-688-0012
Director of Investor Relations
sam.sledge@propetroservices.com
1

text: ProPetro

text: Pioneer

text: ProPetro Holding Corp.

text: ProPetro

text: Pioneer Natural Resources Company

text: Pioneer

text: Pioneer

text: ProPetro

text: Pioneer

text: ProPetro

text: Pioneer

text: ProPetro

text: ProPetro

text: Pioneer

text: ProPetro

text: ProPetro

text: ProPetro

text: ProPetro

text: Pioneer

text: ProPetro

text: ProPetro Holding Corp.

text: ProPetro

text: ProPetro

text: ProPetro


text:
EX-99.1
2
a17-27734_6ex99d1.htm
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Media Contact:
Kellee McGahey, 843-529-5574
Investor Contact
: Jim Mabry, 843-529-5593
South State Corporation and Park Sterling Corporation Complete Merger
COLUMBIA, SC (December 1, 2017) -
South State Corporation (NASDAQ: SSB) announced today the completion of its merger with Park Sterling Corporation (NASDAQ: PSTB).
Under the terms of the merger agreement, Park Sterling shareholders will receive 0.14 shares of South State common stock in exchange for each Park Sterling share outstanding immediately prior to the merger. Park Sterling Bank, the Park Sterling Corporation bank subsidiary, has merged with South State Bank, a South Carolina banking corporation and the wholly owned banking subsidiary of South State Corporation.
"We are pleased to announce the completion of this merger with Park Sterling and look forward to welcoming their employees and customers to South State", said Robert R. Hill, Jr., CEO of South State Corporation. "This is a significant step forward in accomplishing our vision to build a quality regional bank in the Southeast".
With this merger, South State Corporation has assets over $14 billion and a market capitalization of approximately $3 billion.
"We are proud to partner with South State and this combination will fulfill the vision we laid out in 2010", said James C. Cherry, CEO of Park Sterling Corporation. "Together, we have the scale and resources necessary to deliver value-added services to our customers".
As a result of the merger, 53 locations will be added to the South State footprint, 5 in Georgia, 23 in South Carolina, 17 in North Carolina and 8 in Virginia. This provides increased accessibility and convenience for customers with 170 locations and over 200 ATMs throughout South State's banking network. South State anticipates that the system conversion and transition of Park Sterling branch signage will occur in the second quarter of 2018.
In addition, in connection with the merger, Cherry and Jean E. Davis, a former director of Park Sterling, have been appointed to the South State Corporation and Bank Board of Directors. Cherry has served as CEO of Park Sterling Corporation since its inception. Prior to Park Sterling, he served in numerous executive roles for Wachovia Corporation. Cherry is currently a director of Armada Hoffler Properties, Inc. (NYSE:AHH), a Virginia-based REIT.
Davis has been a director of Park Sterling Corporation since 2011. In 2006, she retired from Wachovia Corporation as Head of Operations, Technology and e-Commerce. She currently
chairs both the Safe Alliance Board of Directors and the Charlotte Latin School Board of Trustees.
Information about the customer transition is available at SouthStateBank.com/ParkSterling.
South State Corporation (NASDAQ: SSB) is a financial services company headquartered in Columbia, South Carolina, with over $14 billion in assets. South State Bank, the company's primary subsidiary, provides consumer, commercial, mortgage and wealth management solutions throughout the Carolinas, Georgia and Virginia. South State has served customers since 1934.
Additional information is available at SouthStateBank.com.
# # #
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
Statements included in this communication, which are not historical in nature are intended to be, and are hereby identified as, forward looking statements for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward looking statements generally include words such as "expects", "projects", "anticipates", "believes", "intends", "estimates", "strategy", "plan", "potential", "possible" and other similar expressions. South State Corporation ("South State") cautions readers that forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from anticipated results. Such risks and uncertainties, include, among others, the following possibilities: (1) the outcome of any legal proceedings instituted against South State or Park Sterling Corporation ("Park Sterling"); (2) 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 or as a result of the strength of the economy and competitive factors in the areas where South State and Park Sterling do business; (3) the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (4) diversion of management's attention from ongoing business operations and opportunities; (5) potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transaction; (6) South State's ability to complete the integration of Park Sterling successfully; (7) credit risks associated with an obligor's failure to meet the terms of any contract with the bank or otherwise fail to perform as agreed under the terms of any loan-related document; (8) interest risk involving the effect of a change in interest rates on the bank's earnings, the market value of the bank's loan and securities portfolios, and the market value of South State's equity; (9) liquidity risk affecting the bank's ability to meet its obligations when they come due; (10) risks associated with an anticipated increase in South State's investment securities portfolio, including risks associated with acquiring and holding investment securities or potentially determining that the amount of investment securities South State desires to acquire are not available on terms acceptable to South State; (11) price risk focusing on changes in market factors that may affect the value of traded instruments in "mark-to-market" portfolios; (12) transaction risk arising from problems with service or product delivery; (13) compliance risk involving risk to earnings or capital resulting from violations of or nonconformance with laws, rules,
regulations, prescribed practices, or ethical standards; (14) regulatory change risk resulting from new laws, rules, regulations, accounting principles, proscribed practices or ethical standards, including, without limitation, increased capital requirements (including, without limitation, the impact of the capital rules adopted to implement Basel III), Consumer Financial Protection Bureau rules and regulations, and potential changes in accounting principles relating to loan loss recognition; (15) strategic risk resulting from adverse business decisions or improper implementation of business decisions; (16) reputation risk that adversely affects earnings or capital arising from negative public opinion; (17) terrorist activities risk that results in loss of consumer confidence and economic disruptions; (18) cybersecurity risk related to the dependence of South State and Park Sterling on internal computer systems and the technology of outside service providers, as well as the potential impacts of third party security breaches, subjects each company to potential business disruptions or financial losses resulting from deliberate attacks or unintentional events; (19) economic downturn risk potentially resulting in deterioration in the credit markets, greater than expected non-interest expenses, excessive loan losses and other negative consequences, with risks could be exacerbated by potential negative economic developments resulting from federal spending cuts and/or one or more federal budget-related impasses or actions; (20) greater than expected noninterest expenses; (21) excessive loan losses; (22) failure to realize synergies and other financial benefits from, and to limit liabilities associated with, mergers and acquisitions within the expected time frame; (23) potential deposit attrition, higher than expected costs, customer loss and business disruption associated with merger and acquisition integration, including, without limitation, potential difficulties in maintaining relationships with key personnel and other integration related-matters; (24) the risks of fluctuations in market prices for South State common stock that may or may not reflect economic condition or performance of South State; (25) the payment of dividends on South State common stock is subject to regulatory supervision as well as the discretion of the board of directors of South State, South State's performance and other factors; and (26) other risks and uncertainties disclosed in South State's or Park Sterling's most recent Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission ("SEC) or disclosed in documents filed or furnished by South State or Park Sterling with or to the SEC after the filing of such Annual Reports on Form 10-K, and of which could cause actual results to differ materially from future results expressed, implied or otherwise anticipated by such forward-looking statements.
All forward-looking statements speak only as of the date they are made and are based on information available at that time. South State does not undertake any obligation to update or otherwise revise any forward-looking statements, whether as a result of new information, future events, or otherwise, 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.

text: South State Corporation

text: Park Sterling Corporation

text: South State Corporation

text: Park Sterling Corporation

text: Park Sterling Bank

text: Park Sterling Corporation

text: South State Bank

text: South State Corporation

text: South State Corporation

text: South State Corporation

text: James C. Cherry

text: Park Sterling Corporation

text: South State Corporation

text: Park Sterling Corporation

text: Park Sterling Corporation

text: South State Corporation

text: South State Bank

text: South State Corporation

text: Park Sterling Corporation


text:
EX-99.1
2
a05-2540_1ex99d1.htm
EX-99.1
Exhibit 99.1
For More Information:
Media and Industry Analyst Inquiries:
Investor and Financial Analyst Inquiries:
Joseph Vukson
Ciel Caldwell
3Com Corporation
3Com Corporation
508-323-1228
508-323-1198
joseph_vukson@3com.com
ciel_caldwell@3com.com
3COM FINALIZES ACQUISITION OF TIPPINGPOINT
TECHNOLOGIES, INC.
Creates Unparalleled Portfolio of Products,
Solutions and Services for Delivery of
Secure, Converged Networks for Enterprises of All Sizes
MARLBOROUGH, Mass., January 31, 2005 -
3Com Corporation
(Nasdaq: COMS), today announced that it has completed the acquisition of TippingPoint
Technologies, Inc., located in Austin, Texas. TippingPoint is the leading
provider of Intrusion Prevention Systems (IPS) that deliver in-depth
application protection, infrastructure protection and performance protection.
As part of 3Com, TippingPoint accelerates 3Com's strategy for delivering
secure, converged networks to enterprises of all sizes, and will expand 3Com's
product portfolio with the addition of its award-winning intrusion prevention systems.
On December 13, 2004, 3Com announced its intention to acquire
TippingPoint. Today, at a special meeting of TippingPoint shareholders, the
group approved the proposed acquisition. Under terms of the agreement, 3Com
paid $47 cash per outstanding share of all TippingPoint stock.
"The acquisition of TippingPoint creates unparalleled depth and breadth
of product portfolio, providing enterprises of all sizes with best-in-class and
open standards-based secure, converged network solutions", said Bruce Claflin
3Com president and CEO. "Our products and solutions, backed by world-class,
global sales, channels and services capabilities, deliver the industry's most
compelling edge-to-core offering".
TippingPoint, a division of 3Com
With the acquisition final, TippingPoint will now be known as
TippingPoint, a division of 3Com, and will maintain its principal base of
operations in Austin, Texas. TippingPoint's organizational structure will remain
the same with TippingPoint CEO Kip McClanahan reporting to 3Com CEO Bruce
Claflin as president of the TippingPoint division.
As a division of 3Com, TippingPoint is poised to continue its
aggressive growth rate and benefit from 3Com's global support, distribution
channels and alliances. TippingPoint's current sales force and channel partners
will remain key elements in driving the division's success. 3Com's sales force
and select, qualified 3Com partners will provide additional, global reach for
TippingPoint's products.
TippingPoint is widely recognized for enterprise security expertise and
innovation in best-of-breed intrusion prevention systems.
TippingPoint's
in-line, high performance technologies offer network infrastructure,
application and performance protection for all IP-based voice and data traffic.
TippingPoint strengthens 3Com's enterprise-focused product portfolio and
further demonstrates the company's commitment to delivering secure, converged
network solutions.
Together, 3Com and TippingPoint will bring to market the most advanced
security and network infrastructure offerings, guided by a deep understanding
of the challenges facing enterprises today. TippingPoint's award-winning,
best-of-breed intrusion prevention systems complement 3Com's existing security,
data and voice portfolio of products, and further 3Com's strategy for delivering
secure, converged networks to enterprises of all sizes.
TippingPoint Financial Performance
"This acquisition comes on what would have been the last day of our
fiscal fourth quarter. If TippingPoint had completed its quarter and fiscal
year end as a standalone company, we believe that we would have delivered very
strong results, results that exceeded guidance and street expectations", stated
Kip McClanahan. "We estimate that revenues for our fiscal fourth quarter
through the close of the acquisition were approximately $13 million, which
translates to a year-to-date performance of approximately $33 million in
revenues." Delivering these results, TippingPoint drove over 33 percent sequential
quarterly growth through the close. 3Com expects to provide additional insight
into TippingPoint's un-audited performance in its upcoming earnings release on
March 17, 2005.
Additionally, TippingPoint continued to grow its impressive list of
Fortune 500 customers, including adding two more Fortune 10 companies in this
quarter. "We see these kinds of performance metrics as proof of TippingPoint's
continued success", commented Mr. Claflin. "We will continue that trend as we expand
TippingPoint's reach".
TippingPoint Shareholder Information
3Com will soon mail a letter of transmittal and instructions to former
holders of record of TippingPoint common stock to be used for the exchange of
TippingPoint shares for the cash consideration. TippingPoint stockholders who
own shares through a broker will be contacted by their broker. Former
TippingPoint stockholders with further questions regarding the exchange of
TippingPoint shares for the cash consideration should contact Mellon Investor
Services LLC, the 3Com / TippingPoint paying agent, by telephone at (800)
777-3674.
About 3Com Corporation
3Com is a leading provider of secure, converged voice and data
networking solutions for enterprises of all sizes. 3Com offers a broad line of
innovative products backed by world class sales, service and support, which
excel at delivering business value for its
customers. When customers
exercise choice, their choice is 3Com. For further information, please visit
www.3com.com, or the press site www.3com.com/pressbox.
Copyright
© 2005 3Com Corporation. 3Com and the 3Com logo are registered trademarks and
Exercise Choice is a trademark of 3Com Corporation. TippingPoint Technologies
is a registered trademark of TippingPoint. All other company and product names
may be trademarks of their respective holders.
This press release includes "forward-looking statements" within the
meaning of Section 21E of the Securities Exchange Act of 1934, as amended. The
forward-looking statements contained herein include statements about the acquisition
of TippingPoint by 3Com and the benefits of the acquisition. These statements
are subject to inherent risks and uncertainties that could cause actual results
to differ materially from those expressed or implied. Such risks and
uncertainties include, among others, the ability to realize the anticipated
benefits or synergies of the transaction in a timely manner or at all.
Additional information relating to the uncertainty affecting TippingPoint's and
3Com's businesses are contained in their filings with the Securities and
Exchange Commission.

text: 3Com Corporation

text: 3Com Corporation

text:
TIPPINGPOINT
TECHNOLOGIES, INC.

text: 3Com Corporation

text:
TippingPoint
Technologies, Inc.

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: TippingPoint

text: 3Com Corporation

text: 3Com Corporation

text: 3Com Corporation

text: TippingPoint

text: TippingPoint

text: TippingPoint


text:
EX-99.1
2
exhibit991pressrelease.htm
EXHIBIT 99.1
Exhibit
Exhibit 99.1
Energizer Holdings, Inc.
533 Maryville University Dr.
St. Louis, MO 63141
July 1, 2016
FOR IMMEDIATE RELEASE
Company Contact
Jacqueline E. Burwitz
Vice President,
Investor Relations
314-985-2169
ENERGIZER HOLDINGS, INC. ANNOUNCES THE CLOSING OF THE HANDSTANDS
HOLDING CORPORATION ACQUISTION
ST. LOUIS, July 1, 2016, Energizer Holdings, Inc. (NYSE: ENR), announced today the closing of its acquisition of HandStands Holding Corporation from Trivest Partners for the purchase price of $340 million in cash, subject to certain adjustments.
About Energizer Holdings, Inc.
Energizer Holdings, Inc. (NYSE: ENR), headquartered in St. Louis, MO, is one of the world's largest manufacturers of primary batteries and portable lighting products and is anchored by its two globally recognized brands Energizer® and EVEREADY®. As a global leader in power solutions, our mission is to lead the charge to connect our brands, our people and the products we offer to the world better than anyone else. Visit www.energizerholdings.com for more details.
###

text: Energizer Holdings, Inc.

text: Jacqueline E. Burwitz

text: ENERGIZER HOLDINGS, INC.

text:
HANDSTANDS
HOLDING CORPORATION

text: Energizer Holdings, Inc.

text: HandStands Holding Corporation

label: fund

text: Trivest Partners

override: fund

text: Energizer Holdings, Inc.

text: Energizer Holdings, Inc.


text:
EX-99.2
3
ex992hirschmannclosingpres.htm
EXHIBIT 99.2
Exhibit
Exhibit 99.2
For Immediate Release
VOXX INTERNATIONAL CORPORATION COMPLETES ITS SALE OF HIRSCHMANN CAR COMMUNICATION TO
TE CONNECTIVITY AND RECEIVES APPROXIMATELY $170.0 MILLION
HAUPPAUGE, NY - August 31, 2017- VOXX International Corporation (NASDAQ: VOXX), today announced that it has closed on its previously announced sale of Hirschmann Car Communication GmbH and its worldwide subsidiaries (collectively, "Hirschmann") to a subsidiary of TE Connectivity Ltd. (NYSE: TEL). The Company received approximately 149.0 million Euro or $170.0 million upon closing based on the terms of the sale and forward contracts at an average U.S. dollar exchange rate of approximately 1.14. There may be additional proceeds received by VOXX, which will be based upon final working capital adjustments to be calculated within 75 days.
Pat Lavelle, President and CEO of VOXX International Corporation stated, "With this transaction closed, we are now in position to pay down our debt in full, which will save us more than $6.0 million in interest payments annually, while providing us with cash on hand and full access to our banking facilities to support our business and pursue a targeted M&A strategy. We are looking to grow organically within each of our segments and inorganically, through complementary acquisitions or ventures that will strengthen our offering, customer reach and financials. Our focus will predominantly be in the domestic markets, where we can leverage our distribution into the retail and automotive sectors and we intend to stay within our current areas of expertise. Over the next year, we will look for synergies and areas to lower our fixed expenses given lower sales volumes related to the Hirschmann sale, while at the same time, ensuring we have the foundation to support accretive acquisitions. We are exploring all avenues that we believe will lead to great value for our customers, employees and shareholders".
John Shalam, Founder and Chairman of VOXX International Corporation added, "I would like to extend my sincere appreciation and gratitude to the team at Hirschmann, and wish them nothing but continued success in the years ahead. They have enjoyed decades of growth due to their commitment to innovation, and by partnering with their customers to continuously deliver the best antenna and tuner technologies in the industry. Their passion to be at the forefront will only be intensified with TE Connectivity by their side. For VOXX, this is a transformative event as it enables us to strengthen our balance sheet and gives us added flexibility to pursue investments in our current business, and in future technologies and companies we believe will add value. We have significant assets within our portfolio, such as EyeLock, Klipsch, Jamo, Acoustic Research, RCA, 808 Audio and more, as well as new contracts for rear-seat infotainment with some of the largest Automotive OEMs in the world, such as General Motors and Ford. While it will take us time to realign our business and drive savings, we are focused on generating consistent cash flow and profitability in the years ahead".
As noted in the Company's press release issued on June 26, 2017, VOXX International Corporation will continue to operate in the Automotive industry and will retain its ongoing OEM business that is not part of this transaction through VOXXHirschmann Corporation. The Company will also continue its Automotive Aftermarket business through its proprietary brands and 3rd-party distribution agreements. The continuing operations include the Company's market-leading rear-seat infotainment solutions, car security and remote start systems, remote start modules, app-based vehicle security solutions, keyless entry products and its newest innovation, the eFob, satellite radio products, and telematics, among others. Business lines that will be sold as part of this agreement include Hirschmann's antenna, smart antenna, multi-digital tuner and commercial asset tracking business, which incorporates various technologies and product lines. Under the terms of the agreement, VOXX International will phase out the VOXXHirschmann name over a period of two years.
Wells Fargo Securities is acting as exclusive financial advisor to VOXX International on the transaction.
About VOXX International Corporation
VOXX International Corporation (NASDAQ: VOXX) has grown into a worldwide leader in many automotive and consumer electronics and accessories categories, as well as premium high-end audio. Today, VOXX International Corporation has an extensive distribution network that includes power retailers, mass merchandisers, 12-volt specialists and most of the world's leading automotive manufacturers. The Company has an international footprint in Europe, Asia, Mexico and South America, and a growing portfolio, which now comprises over 30 trusted brands. Among the key domestic brands are Klipsch®, RCA®, Invision®, Jensen®, Audiovox®, Terk®, Acoustic Research®, Advent®, Code Alarm®, Car Connection®, 808®, AR for Her®, and Prestige®. International brands include Klipsch®, Jamo®, Energy®, Mirage®, Mac Audio®, Magnat®, Heco®, Schwaiger®, Oehlbach® and Incaar™. For additional information, please visit our Web site at www.voxxintl.com.
Safe Harbor Statement
Except for historical information contained herein, statements made in this release that would constitute forward-looking statements may involve certain risks and uncertainties. All forward-looking statements made in this release are based on currently available information and the Company assumes no responsibility to update any such forward-looking statements. The following factors, among others, may cause actual results to differ materially from the results suggested in the forward-looking statements. The factors include, but are not limited to risks that may result from changes in the Company's business operations; our ability to keep pace with technological advances; significant competition in the automotive, premium audio and consumer accessories businesses; our relationships with key suppliers and customers; quality and consumer acceptance of newly introduced products; market volatility; non-availability of product; excess inventory; price and product competition; new product introductions; foreign currency fluctuations and concerns regarding the European debt crisis; restrictive debt covenants; the possibility that the review of our prior filings by the SEC may result in changes to our financial statements; and the possibility that stockholders or regulatory authorities may initiate proceedings against VOXX International Corporation and/or our officers and directors as a result of any restatements. Risk factors associated with our business, including some of the facts set forth herein, are detailed in the Company's Form 10-K for the fiscal year ended February 28, 2017.
Company Contact:
Glenn Wiener, President
GW Communications
Tel: 212-786-6011
Email: gwiener@GWCco.com

text: VOXX INTERNATIONAL CORPORATION

text: HIRSCHMANN CAR COMMUNICATION

text: TE CONNECTIVITY

text: VOXX International Corporation

text: Hirschmann Car Communication GmbH

text: TE Connectivity Ltd.

text: Pat Lavelle

text: VOXX International Corporation

text: John Shalam

text: VOXX International Corporation

text: TE Connectivity

text: VOXX International Corporation

text: Wells Fargo Securities

text: VOXX International Corporation

text: VOXX International Corporation

text: VOXX International Corporation

text: VOXX International Corporation

text: Glenn Wiener


text:
EX-99.1
4
v334005_ex99-1.htm
EXHIBIT 99.1
NEWS RELEASE
FOR IMMEDIATE RELEASE
CONTACT
Shelly Taylor
(877) 805-3333
staylor@crefunds.com
Cornerstone Core Properties REIT, Inc.
Acquires Assisted
Living and Memory Care Facility through
Joint Venture
Irvine, Calif., (February 6, 2013)
- Cornerstone Core Properties REIT, Inc. ("Core REIT") announced today that it funded on January 31, 2013, an
investment in a joint venture that acquired a 99-bed assisted living and memory care facility in Winston-Salem, North Carolina
in an $9.7 million transaction.
The facility has been leased to the current
operator, pursuant to a ten-year triple net lease. Theoperator has been operating the facility since March 2011 and currently operates
more than 91 facilities in 12 states.
"We are very pleased with the start
of our relationship with this large, top-notch assisted living provider", said Kent Eikanas, President and Chief Operating
Officer of Cornerstone Core Properties REIT, Inc.
Through the joint venture entity, Cornerstone
Healthcare Partners, LLC, Core REIT acquired a 95% interest in the Danby House facility while joint venture partner Cornerstone
Healthcare Real Estate Fund, Inc. acquired the remaining 5% interest.
About Cornerstone Core Properties REIT,
Inc.
Core REIT is a publicly registered non-traded
REIT that invests in investment-grade real estate located throughout the United States. Since its commencement in 2006, Core REIT
has acquired nineteen properties for a total purchase price of $185.6 million. Since 2011, five of those properties have been sold.
The current portfolio includes eight multi-tenant industrial properties and six long-term triple net leased healthcare facilities.
For more information, please contact Shelly
Taylor at (877) 805-3333.
This material does not constitute an
offer to sell or a solicitation of an offer to buy Cornerstone Core Properties REIT, Inc.
This release may contain forward-looking
statements relating to the business and financial outlook of Cornerstone Core Properties REIT, Inc. that are based on our current
expectations, estimates, forecasts and projections and are not guarantees of future performance. Actual results may differ materially
from those expressed in these forward-looking statements, and you should not place undue reliance on any such statements. A number
of important factors could cause actual results to differ materially from any forward-looking statements contained in this release.
Such factors include those described in the Risk Factors sections of the Cornerstone Core Properties REIT, Inc.'s annual
report on Form 10-K for the year ended December 31, 2011, and quarterly reports for the periods ended March 31, 2012, June 30,
2012, and September 30, 2012. Forward-looking statements in this document speak only as of the date on which such statements were
made, and we undertake no obligation to update any such statements that may become untrue because of subsequent events. We claim
the safe harbor protection for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
CL0315 02/13
###

text: Cornerstone Core Properties REIT, Inc.

text: Cornerstone Core Properties REIT, Inc.

text: Core REIT

text: Kent Eikanas

text: Cornerstone Core Properties REIT, Inc.

text:
Cornerstone
Healthcare Partners, LLC

text: Core REIT

text: Danby House facility

text:
Cornerstone Core Properties REIT,
Inc.

text: Core REIT

text: Core REIT

text: Cornerstone Core Properties REIT, Inc.

text: Cornerstone Core Properties REIT, Inc.

text: Cornerstone Core Properties REIT, Inc.


text:
EX-99.1
3
ex99-1.txt
PRESS RELEASE
EXHIBIT 99.1
CAVIT SCIENCES, INC. AND AMERICARE NUTRITIONAL DIVISION ANNOUNCE
ASSET PURCHASE & ROYALTY AGREEMENT
TO COMMERCIALIZE FOOD SUPPLEMENT AND HERBAL LINE
DELRAY BEACH, FL, FEBRUARY 14, 2007--Cavit Sciences, Inc. ("Cavit") (OTCBB:
CVIT) and Daycon Investors Associates, Inc., Americare Nutritional Division
("Americare") today announced the signing of an agreement enabling Cavit to
commercialize a complete food supplement and herbal line for the enhancement of
health.
Under the Asset Purchase & Royalty Agreement, Cavit has obtained the
ingredients, combinations and proprietary formulations which have beneficial
effects upon certain body conditions, including, but not limited to, heart
disease, cancer, diabetes, obesity, hypertension, stress, arterial buildup,
cardiovascular diseases, menopausal symptoms and cholesterol.
Cavit will introduce a full line of products to improve physical and
psychological well-being, enhance the immune system, improve memory, act as
antioxidants, increase energy and maintain a healthy nervous system. Cavit
intends to manufacture, market, distribute and commercialize a range of
supplements to act as powerful antioxidants and immune enhancers which have
beneficial effects upon many serious diseases.
Cavit has agreed to pay Americare $250,000, which includes the knowledge
and expertise of Dr. Joseph P. D'Angelo in developing and commercializing new
products. Americare is also entitled to receive additional payments consisting
of royalties upon commercial launch of each product and on net sales.
"We are very pleased to have completed this agreement, enabling Cavit to
market a line of supplements resulting from years of research and development,"
said Dr. Joseph P. D'Angelo, President and Chief Executive Officer of Americare.
"We're planning to offer additional products to Cavit through our continuing
research and development".
"These products will be a valuable addition to our biotechnology company,"
said Colm J. King, President and Chief Executive Officer of Cavit. "The Cavit
team intends to make significant headway in building a supplemental nutritional
market and establishing customer relationships, especially in the United States
and various countries where certain ailments and conditions are more prevalent
than in any other region of the world. Working together, Americare and Cavit can
help meet the needs of individuals through the enhancement of health by rapidly
advancing our products in these markets. We hope our products will offer
valuable and beneficial options and help improve the quality and duration of
life of millions of individuals throughout the world".
Cavit Sciences, Inc. ("Cavit") is a biotechnology company engaged in
developing treatments of cancer and viral infections. Additional information is
available on the Company's website at: www.cavitsciences.com
Statements contained herein that are not historical fact may be
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, that are
subject to a variety of risks and uncertainties. There are a number of important
factors that could cause actual results to differ materially from those
projected or suggested in any forward-looking statements made by Cavit or
Americare and that could affect whether and when Americare would receive any
payments or royalties under the agreement. These factors include, but are not
limited to: (i) the ability of Cavit to successfully raise financing, (ii) the
ability of Cavit to set up its manufacturing and distribution facilities, and
(iii) the ability of Cavit to successfully commercialize its products in certain
markets. Additional factors that would cause actual results to differ materially
from those projected or suggested in any forward-looking statements are
contained in Cavit's filings with the Securities and Exchange Commission,
including those factors discussed under the caption "Risk Factors" for Cavit on
Form 10-SB filed on October 16, 2006.
CONTACT:
Colm J. King, CEO (561) 278-7856
Cavit Sciences, Inc. www.cavitsciences.com

text: CAVIT SCIENCES, INC.

text: AMERICARE NUTRITIONAL DIVISION

text: Cavit Sciences, Inc.

text: Americare Nutritional Division

text: Colm J. King

text: Cavit Sciences, Inc.

text: Colm J. King

text: Cavit Sciences, Inc.


text:
EX-99.1
3
kodk-ex991_6.htm
EX-99.1 RE EAGLE PRESS RELEASE
kodk-ex991_6.htm
Exhibit (99.1)
Media Contact:
For Kodak: Nick Rangel, +1 585-615-0549
nicholas.rangel@kodak.com
Kodak completes sale of its Flexographic Packaging Division to Montagu
New company Miraclon to meet packaging industry needs with KODAK FLEXCEL Solutions
Rochester, NY, Tuesday, April 9, 2019 -
Today Eastman Kodak Company and Montagu Private Equity LLP announced the completion of the sale of Kodak's flexographic packaging division (FPD). Now part of Montagu's portfolio, the division operates as a standalone company known as Miraclon. As previously announced, Kodak's flexographic leadership team has transitioned as part of the deal and will continue to directly manage this business.
Proceeds at close were approximately $320 million, which included the gross purchase price of $340 million less agreed indebtedness, other items, and delayed proceeds related to a deferred close entity.
The net proceeds from the transaction will be used by Kodak to reduce outstanding term debt. The Company expects to refinance the remaining outstanding term debt.
Over the past five years, FPD has grown and thrived within Kodak and become a significant player in the package printing industry.
"Closing this sale was a priority for Kodak, and I'm proud we were able to execute on this plan and leverage a homegrown asset", said Jim Continenza, Executive Chairman of Kodak. "This is one of many steps we are taking to increase our financial stability and focus on generating cash for our shareholders".
Kodak remains committed to the print industry and delivering products and services that meet the evolving needs of printers. Following this transaction, Kodak will continue to focus on the demonstrated growth areas of SONORA environmental plates, enterprise inkjet, workflow software and brand licensing. The Company is well positioned for the future by leveraging these growth engines and continuing to maximize value in commercial printing, film and advanced materials.
UBS Investment Bank acted as exclusive financial advisor and Akin Gump Strauss Hauer & Feld LLP acted as legal advisor to Kodak for the transaction. Ernst & Young acted as financial advisor, Bain & Co. acted as commercial advisor and Linklaters LLP acted as legal advisor to Montagu for the transaction.
###
About Kodak Kodak is a technology company focused on imaging. We provide - directly and through partnerships with other innovative companies - hardware, software, consumables and services to customers in graphic arts, commercial print, publishing, packaging, entertainment and commercial films, and consumer products markets. With our world-class R&D capabilities, innovative solutions portfolio and highly trusted brand, Kodak is helping customers around the globe to sustainably grow their own businesses and enjoy their lives. For additional information on Kodak, visit us at kodak.com, follow us on Twitter @Kodak, or like us on Facebook at Kodak.
2

text: Kodak

text: Kodak

text: Flexographic Packaging Division

text: Montagu

text: KODAK

text: Eastman Kodak Company

text: Montagu Private Equity LLP

text: Kodak

text: flexographic packaging division

text: Montagu

text: Kodak

text: Kodak

text: Kodak

text: Kodak

text: Kodak

text: Kodak

text: Kodak

text: UBS Investment Bank

text: Akin Gump Strauss Hauer & Feld LLP

text: Kodak

text: Ernst & Young

text: Bain & Co.

text: Linklaters LLP

text: Montagu

text: Kodak

text: Kodak

text: Kodak

text: Kodak

text: Kodak