text:
EX-99.1
3
island_8kex99-1.txt
PRESS RELEASE
Exhibit 99.1
retailpro
ISLAND PACIFIC ANNOUNCES COMPLETION OF THE SALE OF ASSETS OF ITS IPMS DIVISION
LA JOLLA, CA, DECEMBER 28 2007 - Island Pacific, Inc., (Pink Sheets: IPIN.PK)
(the "Company") today announced that on December 21, 2007, the Company completed
the sale of its IPMS division, including the "Island Pacific" name and related
trademarks, service marks, trade names and all goodwill associated with the name
"Island Pacific", to 3Q Holdings Limited and certain of its subsidiaries (the
"Buyer"). Pursuant to the terms of the Asset Purchase Agreement, as amended
December 20, 2007, the total purchase price was $16 million, $3 million of which
was provided through seller financing, resulting in a cash purchase price of $13
million. After adjustment for cash previously received by the Company, net cash
received from Buyer at the closing totaled $10,872,642. As previously announced,
a portion of the net proceeds from the sale were used to reduce the Company's
outstanding senior secured indebtedness and convertible notes and the remainder
will be used for working capital.
The Company also announced that it plans to change its name to Retail Pro, Inc.,
and request a change in its trading symbol to reflect the Company's focus on its
flagship product, Retail Pro(R), in the near future.
Barry Schechter, CEO of the Company, stated, "After a detailed review of the
company, its assets and the markets in which it conducted business, a strategic
plan was developed in which the management team and Board of Directors
determined that the future of the company is best served by concentrating all of
its resources on developing and promoting the Retail Pro(R) division.
Consequently, we decided to sell the Island Pacific (IPMS) division. With the
sale of assets of the IPMS division behind us, and the launch of Retail Pro(R)
Version 9 expected in early 2008, we are now able to focus all of our resources
on our world class flagship product, Retail Pro(R). Retail Pro(R) is marketed
and sold via a network of business partners in 73 countries, is available in 19
languages and has been localized to meet the needs of each market in which
business is conducted. It is our intention to further invest in the product as
well as in marketing and sales to increase penetration of markets in which we
currently do business as well as open new markets. We believe that pursuing the
rapidly expanding global market will significantly enhance shareholder value".
ABOUT THE COMPANY
Island Pacific, Inc./Retail Pro(R) is a global leader in retail Merchandising,
Store Operations, Planning, and Multi-channel software solutions. For more than
20 years, the Company has developed a reputation for delivering high-quality,
high-value, high-reliability software to the retail industry.
As a result, the Company is the definitive resource for scalable, flexible and
affordable solutions for retailers around the world. The Company's software
solutions manage billions of transactions annually for more than 9,000 retailers
with more than 45,000 store locations in 73 countries, and 19 different
languages. Retail Pro(R) is a highly scalable solution, meeting retailers'
requirements from a single store to prestigious, multi-national enterprises.
Retail Pro(R) is delivered through a network of channel partners representing 73
countries as well as having company offices in the United States, United
Kingdom, Australia, and China. For more information, please visit
www.retailpro.com.
------------------
###
P:00405955.2:07497.0013252 Holiday Court, Suite 226 | La Jolla, CA 92027
| Tel.858.550.3355 | Fax 858.550.3356
www.IslandPacific.com
FORWARD LOOKING STATEMENTS
--------------------------
Certain statements contained in this news release regarding matters that are not
historical facts, including the application of proceeds, our ability to further
develop and promote the Retail Pro(R) product line, further penetrate and open
global markets, growth opportunities, future financial and operational
performance, and change of name and trading symbol, are forward-looking
statements. These statements relate to future events or the Company's future
performance. These statements are only predictions. Because such forward-looking
statements include risks and uncertainties, actual results may differ materially
from those expressed in or implied by such forward-looking statements. Factors
that could cause actual results to differ materially include, but are not
limited to, the risk factors listed in the Company's Form 10-K for the fiscal
year ended March 31, 2007 and other risk factors identified from time to time in
the Company's filings with the Securities and Exchange Commission. The Company
undertakes no obligation to release publicly any revisions to the
forward-looking statements to reflect events or circumstances after the date of
this news release or to reflect the occurrence of unanticipated events.
TRADEMARKS
Retail Pro(R) and Synaro are registered trademarks of Island Pacific, Inc., and
may not be used without expressed, written permission.
Investor Relations Contact:
Tricia Skoda
Phone: 858.550.3351
Email: tskoda@islandpacific.com
------------------------
P:00405955.2:07497.0013252 Holiday Court, Suite 226 | La Jolla, CA 92027
| Tel.858.550.3355 | Fax 858.550.3356
www.IslandPacific.com

text: ISLAND PACIFIC

text: Island Pacific, Inc.

text: Island Pacific

text: Island Pacific

text: 3Q Holdings Limited

text: Barry Schechter

text: Island Pacific

text: Island Pacific

text: Island Pacific, Inc.


dataset: buster

text:
EX-99.1
3
ex99-1.htm
PRESS RELEASE
Moody National REIT I, Inc. 8-K
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Moody National REIT I, Inc. Announces Disposition
of TownePlace Suites Newark
(Houston, TX September 15, 2015) -- Moody National REIT
I, Inc. ("REIT I") announced today the completed disposition of the TownePlace Suites Hotel in Newark, California,
for a final sale price of $24,500,000.
Net sales proceeds from the transaction equaled approximately
$17,450,000, providing an approximately 250% equity return to REIT I.
REIT I originally acquired the hotel in June 2014. Moody
National Hospitality Management Company managed the asset while also completing a $1.4M property renovation. During the holding
period, Revenue per Available Room ("RevPAR") increased 28.5%.
The TownePlace Suites Newark is positioned on the edge
of the Silicon Valley in the San Francisco Bay area of Northern California. The area is home to many of the world's most
innovative corporations, including Google, Apple, TESLA, and Facebook, as well as an array of startup companies.
About Moody National
REIT I, Inc.
Moody National REIT I, Inc. is a real estate investment
trust that owns select-service hotels in major markets across the United States. The REIT is sponsored by Moody REIT Sponsor, LLC,
an affiliate of the Moody National Companies, which is a full-service commercial real estate company inclusive of mortgage, development,
realty and title divisions. Founded in 1996, Moody National Companies has managed over $2B in commercial real estate.
THIS PRESS RELEASE SHALL NOT CONSTITUTE AN OFFER TO
SELL OR THE SOLICITATION OF AN OFFER TO BUY SECURITIES.

label: organization

text: Moody National REIT I, Inc.

text: Moody National REIT I, Inc.

text:
Moody National REIT
I, Inc.

text:
Moody National
REIT I, Inc.

text: Moody National REIT I, Inc.

source_dataset: expertai/BUSTER

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


text:
EX-99.1
8
f8k053019ex99-1_attisindus.htm
PRESS RELEASE, DATED JUNE 3, 2019
Exhibit 99.1
Attis Industries
Completes Acquisition of Corn Ethanol Plant from Sunoco LP
100 Million Gallon Per Year Plant will be Basis
for State-of-the-Art Green Tech Campus
MILTON, GEORGIA - JUNE 3, 2019:
Attis Industries
Inc. (NASDAQ: ATIS) (the "Company" or "Attis"), a diversified innovation and technology holding company today
announced that it completed the acquisition of the corn ethanol plant and grain malting operation in Fulton, New York from Sunoco
LP(NYSE: SUN) ("Sunoco"). The ethanol plant immediately becomes an essential element of Attis' current operations
and will be pivotal in the Company's expanding technology portfolio as it develops the site into a state-of-the-art Green
Tech campus.
"We are incredibly excited to announce the acquisition of the
Fulton corn ethanol plant and grain malting operations", said Jeff Cosman, Chief Executive Officer of Attis Industries. "This
acquisition is an important milestone for Attis as we embark on our mission to be a significant contributor to the global renewable
fuel market".
Attis acquired the nameplate 100 million gallon per year corn ethanol
plant and grain malting operations for $20 million in cash with non-dilutive financing. The transaction includes a six-month transition
services agreement as well as a 10-year offtake agreement for the ethanol produced at the facility, creating exceptional stability
for Attis as it expands the capabilities of the facility over the next two years.
"When evaluating potential locations for Attis to establish a
foothold in the renewable fuel space, the Fulton site was an obvious choice based on its strategic location to the strong northeastern
fuel market, state-of-the-art and well-maintained facility as well as site expandability for future upgrades in operations,"
continued Cosman. "These desirable site attributes, as well as the state of New York's continued commitment to the
growth of green energy, made Fulton an ideal fit for Attis".
Today, the United States consumes roughly 19 billion gallons of renewable
fuel on an annual basis; however, Attis believes firmly that through the deployment of its innovative and transformative suite
of green technologies, yearly production can nearly double while taking advantage of more carbon neutral feedstocks. Desperately
needed innovation is required to realign existing production to the Renewable Fuel Standard's goal of 36 billion gallons
by 2022.
"We appreciate the opportunity to have worked with Sunoco on this
acquisition and look forward to continuing our strong relationship for the next decade", concluded Cosman. "As a company,
we have established aggressive growth goals for the deployment of our transcendent green technology portfolio and look forward
to relentlessly pursuing future milestones as we position Attis as the premier green energy producer in the world".
Attis Industries Inc.
Attis Industries Inc.
(NASDAQ: ATIS) is a holding company focused on developing and building businesses that play important roles in the new economy,
which include renewable fuels, bio-based plastics, healthcare and communications infrastructure. We strive to encourage our employees
to be entrepreneurs focused on innovation and technology. We will remain dynamic, persistent and motivated to our mission of winning.
The growth of our company will rely on our integrity and our vision for the future. Attis Industries will continue to fulfill essential
needs in healthcare, energy independence and digital communications. Today, each of these sectors provide high growth opportunities
that collectively account for more than a third of our nations GDP. For more information, visit: www.attisind.com.
Forward-Looking Statements
Any statements contained in this press release
that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities
Litigation Reform Act of 1995. You can identify forward-looking statements by words such as "anticipate", "believe,"
"could", "estimate", "expect", "intend", "may", "plan,"
"should", "would" or similar words. You should consider these statements carefully because they discuss
our plans, targets, strategies, prospects and expectations concerning our business, operating results, financial condition and
other similar matters. These statements are subject to certain risks, uncertainties, and assumptions, including, but not limited
to, risks and uncertainties relating to the Company's ability to develop, market and sell products based on its technology; the
expected benefits and efficacy of the Company's products and technology; the availability of substantial additional funding for
the Company to continue its operations and to conduct research and development, clinical studies and future product commercialization;
and, the Company's business, research, product development, regulatory approval, marketing and distribution plans and strategies;
the ability of the Company to continue to meet the listing requirements of NASDAQ; the ability of the Company to execute on a business
plan that permits the technologies and innovations businesses to provide sufficient growth, revenue, liquidity and cash flows for
sustaining the Company's go-forward business and meeting any of its obligations under its indebtedness for borrowed money,
and the risks identified and discussed under the caption "Risk Factors" in the Attis Annual Report on Form 10-K for
the fiscal year ended December 31, 2017, filed with the Securities and Exchange Commission (the "SEC") on April 16,
2018 and the other documents Attis files with the SEC from time to time. There will be events in the future, however, that Attis
is not able to predict accurately or control. Attis's actual results may differ materially from the expectations that Attis
describes in its forward-looking statements. Factors or events that could cause Attis's actual results to materially differ
may emerge from time to time, and it is not possible for Attis to accurately predict all of them. Any forward-looking statement
made by Attis in this press release speaks only as of the date on which Attis makes it. Attis undertakes no obligation to update
or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required
by law.
Corporate Investor Relations:
ir@attisind.com

text: Attis Industries

text: Corn Ethanol Plant

text: Sunoco LP

text:
Attis Industries
Inc.

text: Attis

text: Sunoco

text: Sunoco

text: Attis

label: person

text: Jeff Cosman

text: Attis Industries

text: Attis

text: Attis

text: Attis

text: Attis

text: Attis

text: Attis

text: Sunoco

text: Attis

text: Attis Industries Inc.

text: Attis Industries Inc.

text: Attis Industries

text: Attis

text: Attis

text: Attis

text: Attis

text: Attis

text: Attis

text: Attis

text: Attis

text: Attis

text: Attis


text:
EX-99.1
2
d616678dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
Annaly Capital Management, Inc. Completes Exchange Offer for MTGE Investment Corp. Common Stock and Completes
Second-Step Merger
NEW YORK, NEW YORK - September
7, 2018 -
Annaly Capital Management, Inc. (NYSE: NLY)
("Annaly"), announced today that it has completed the previously announced exchange offer for all of the outstanding shares of common stock of MTGE Investment Corp. ("MTGE").
The exchange offer to acquire all of the outstanding shares of MTGE common stock expired at 7:00 a.m., Eastern Time, on September 7, 2018. The depositary
for the exchange offer has informed Annaly that a total of 34,632,768 shares of MTGE common stock, representing approximately 75.62% of MTGE's outstanding common stock, were validly tendered and not validly withdrawn in the exchange offer. All
shares that were validly tendered and not validly withdrawn have been accepted by Annaly for payment in accordance with the terms of the exchange offer and applicable law.
Of the shares of MTGE common stock tendered in the exchange offer, holders of 5,739,769 shares made an election to receive the mixed consideration, holders of
5,462,059 shares made an election to receive the
all-cash
consideration and holders of 23,430,939 shares made an election to receive the
all-stock
consideration.
.
MTGE common stockholders who elected to receive the mixed consideration or tendered without a valid election will
receive the mixed consideration, which consists of $9.82 in cash and 0.9519 shares of Annaly common stock per share of MTGE common stock;
.
MTGE common stockholders who elected to receive the
all-cash
consideration will receive $19.65 in cash per share of MTGE common stock; and
.
MTGE common stockholders who elected to receive the
all-stock
consideration will be subject to proration at a rate of approximately 62%, and will receive their consideration in the form of $19.65 in cash for each share not accepted for the
all-stock
election due to
proration and 1.9037 shares of Annaly common stock per share of MTGE common stock for shares that were accepted for the
all-stock
election.
MTGE common stockholders will receive cash in lieu of fractional shares of Annaly common stock.
Annaly also announced today that, pursuant to the merger agreement, dated as of May 2, 2018, among Annaly, MTGE and Mountain Merger Sub Corporation, a
wholly owned subsidiary of Annaly ("Merger Sub"), Annaly completed the acquisition of MTGE through a second-step merger of MTGE with and into Merger Sub without a vote of MTGE's stockholders, pursuant to
Section 3-106.1
of the Maryland General Corporation Law (the "Merger"). In accordance with Maryland law, the Merger was consummated on September 7, 2018. Upon consummation of the Merger,
MTGE became a wholly owned subsidiary of Annaly. In connection with the Merger, all shares of MTGE common stock not validly tendered into the exchange offer were cancelled and converted into the right to receive merger consideration in the same
amounts offered in the exchange offer. Holders of these shares will have the opportunity to elect among
the mixed consideration, the
all-cash
consideration and the
all-stock
consideration, subject to proration, as
described in the prospectus/offer to exchange, dated June 4, 2018, filed by Annaly with the Securities and Exchange Commission in connection with the transaction. In addition, upon consummation of the Merger, each outstanding share of MTGE
8.125% Series A Cumulative Redeemable Preferred Stock (the "MTGE Series A Preferred Stock") was cancelled and converted into the right to receive one newly issued share of Annaly's 8.125% Series H Cumulative Redeemable Preferred
Stock, which has substantially the same terms as the existing terms of the MTGE Series A Preferred Stock.
As a result of the acquisition, shares of MTGE
common stock and MTGE Series A Preferred Stock will cease to be traded on NASDAQ.
Wells Fargo Securities and Sandler O'Neill + Partners, L.P. are
serving as financial advisors to Annaly, and Wachtell, Lipton, Rosen & Katz serves as legal counsel to Annaly.
About Annaly
Annaly is a leading diversified capital manager that invests in and finances residential and commercial assets. Annaly's principal business objective is to
generate net income for distribution to its shareholders and to preserve capital through prudent selection of investments and continuous management of its portfolio. Annaly has elected to be taxed as a real estate investment trust, or REIT, for
federal income tax purposes. Annaly is externally managed by Annaly Management Company LLC. Additional information about Annaly can be found at www.annaly.com.
Forward-Looking Statements
This press release includes
forward-looking statements. These forward-looking statements generally can be identified by phrases such as "will", "expects", "anticipates", "foresees", "forecasts", "estimates" or other
words or phrases of similar import. Similarly, statements herein that describe certain elements of the transaction, including its financial and operational impact, and other statements of management's beliefs, intentions or goals also are
forward-looking statements. It is uncertain whether any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what impact they will have on the results of operations and financial condition of the
combined companies or the price of Annaly stock. These forward-looking statements involve certain risks and uncertainties, many of which are beyond Annaly's control, that could cause actual results to differ materially from those indicated in
such forward-looking statements, including but not limited to business disruption following completion of the transaction; and the other risks and important factors contained and identified in Annaly's filings with the Securities and Exchange
Commission (the "SEC"), including its Quarterly Reports on Form
10-Q
and Annual Reports on Form
10-K,
any of which could cause actual results to differ
materially from the forward-looking statements. The forward-looking statements included in this Form
8-K
are made only as of the date hereof. Annaly does not undertake any obligation to update the
forward-looking statements to reflect subsequent events or circumstances, except as required by law.
Additional Information and Where to Find It
This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell shares, nor is it a
substitute for the Offer materials that Annaly and its merger subsidiary have filed with the SEC. Annaly and its merger subsidiary have filed a Tender Offer Statement on Schedule TO, Annaly has filed a Registration Statement on Form
S-4
and MTGE has filed a Solicitation/Recommendation Statement on Schedule
14D-9
with the SEC with respect to the Offer. THE OFFER MATERIALS (INCLUDING AN OFFER TO EXCHANGE, A
RELATED LETTER OF TRANSMITTAL AND CERTAIN OTHER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT CONTAIN IMPORTANT INFORMATION. MTGE STOCKHOLDERS ARE URGED TO READ THESE DOCUMENTS CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION
THAT HOLDERS OF MTGE SECURITIES SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING THE TRANSACTION. The Offer to Exchange, the related Letter of Transmittal and certain other Offer documents, as well as the Solicitation/Recommendation Statement,
are available to all holders of MTGE common stock at no expense to them. The Offer materials and the Solicitation/Recommendation Statement are available for free at the SEC's website at www.sec.gov. Additional copies may be obtained for free by
contacting Annaly's Investor Relations department at
1-888-8Annaly
(1-888-826-6259).
In addition to the Offer to Exchange, the related Letter of Transmittal and certain other Offer documents, as
well as the Solicitation/Recommendation Statement, Annaly and MTGE file annual, quarterly and current reports and other information with the SEC. You may read and copy any reports or other information filed by Annaly and MTGE at the SEC public
reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at
1-800-SEC-0330
for further information on
the public reference room. Annaly's and MTGE's filings with the SEC are also available to the public from commercial document-retrieval services and at the website maintained by the SEC at http://www.sec.gov.
2

text: Annaly Capital Management, Inc.

override: organization

text: MTGE Investment Corp.

text: Annaly Capital Management, Inc.

text: MTGE Investment Corp.

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: Wells Fargo Securities

text: Sandler O'Neill + Partners, L.P.

text: Wachtell, Lipton, Rosen & Katz

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE

text: MTGE


text:
EX-99
2
ex9913615.htm
EXHIBIT 99.1 FOR THE FORM 8-K FOR THE EVENT ON MARCH 6, 2015
ex9913615.htm
Exhibit 99.1
Contact: Mark J. grescovich,
President & CEO
Lloyd W. Baker, CFO
(509) 527-3636
News
Release
Banner Corporation Completes Acquisition of Siuslaw Financial Group, Inc.
WALLA WALLA, WASHINGTON - March 9, 2015 - Banner Corporation ("Banner") (NASDAQ: BANR), the holding company for Banner Bank and Islanders Bank, today announced that effective March 6, 2015, it had completed the acquisition of Siuslaw Financial Group, Inc. ("Siuslaw") (OTCQB: SFGP) and its wholly-owned subsidiary, Siuslaw Bank, of Florence, Oregon. Pursuant to the previously announced terms of the merger, Siuslaw shareholders are receiving $1.41622 in cash and 0.32231 of a share of Banner common stock in exchange for each share of Siuslaw common stock. Immediately prior to the merger, each outstanding share of Siuslaw preferred stock automatically converted to one share of Siuslaw common stock with the preferred shareholders receiving the same merger consideration as the other Siuslaw common shareholders.
"We are pleased to announce the completion of the merger and to have Siuslaw Bank's shareholders, employees and customers join the Banner Bank team", stated Mark Grescovich, Banner's President and Chief Executive Officer. "This transaction provided us a unique opportunity to expand our presence in Oregon, including our entry into Eugene which is the second largest metropolitan market in the state. The combination of our two organizations provides the opportunity to create revenue and cost synergies while offering Siuslaw customers a broader product offering, increased lending limits and an expanded branch delivery system that stretches throughout the Pacific Northwest".
Banner was advised in the transaction by McAdams, Wright Ragen, Inc. (now part of Robert W. Baird & Co., Inc.), as financial advisor, and Breyer & Associates PC and Silver, Freedman, Taff & Tiernan, L.L.P., as legal counsel. Siuslaw was advised by Sandler O'Neill & Partners, L.P., as financial advisor, and Lane Powell, PC, as legal counsel.
About Banner Corporation
Banner Corporation is a $5.2 billion in assets bank holding company operating two commercial banks in Washington, Oregon and Idaho. Banner serves the Pacific Northwest region through a network of 103 branch offices with a full range of deposit services and business, commercial real estate, construction, residential, agricultural and consumer loans. Visit Banner Bank on the Web at
www.bannerbank.com
.
Forward-Looking Statements
When used in this press release and in other documents filed with or furnished to the Securities and Exchange Commission (the "SEC"), in press releases or other public stockholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases "believe", "will", "will likely result", "are expected to", "will continue", "is anticipated", "estimate", "project", "plans", or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date such statements are made. These statements may relate to future financial performance, strategic plans or objectives, revenues or earnings projections, or other financial information. By their nature, these statements are subject to numerous uncertainties that could cause actual results to differ materially from those anticipated in the statements. Statements about the expected timing, completion and effects of the proposed merger and all other statements in this release other than historical facts constitute forward-looking statements.
Important factors that could cause actual results to differ materially from the results anticipated or projected include, but are not limited to, the following: (1) expected revenues, cost savings, synergies and other benefits from the proposed merger of Banner and Siuslaw might not be realized within the expected time frames or at all and costs or difficulties relating to integration matters, including but not limited to customer and employee retention, might be greater than expected; (2) the credit risks of lending activities, including changes in the level and direction of loan delinquencies and write-offs and changes in estimates of the adequacy of the allowance for loan losses, which could necessitate additional provisions for loan losses, resulting both from loans originated and loans acquired from other financial institutions; (3) results of examinations by regulatory authorities, including the possibility that any such regulatory authority may, among other things, require increases in the allowance for loan losses or writing down of assets;
BANR - Press Release
March 9, 2015
Page 2
(4) competitive pressures among depository institutions; (5) interest rate movements and their impact on customer behavior and net interest margin; (6) the impact of repricing and competitors' pricing initiatives on loan and deposit products; (7) fluctuations in real estate values; (8) the ability to adapt successfully to technological changes to meet customers' needs and developments in the market place; (9) the ability to access cost-effective funding; (10) changes in financial markets; (11) changes in economic conditions in general and in Washington, Idaho and Oregon in particular; (12) the costs, effects and outcomes of litigation; (13) new legislation or regulatory changes, including but not limited to the Dodd-Frank Act and regulations adopted thereunder, changes in capital requirements pursuant to the Dodd-Frank Act and the implementation of the Basel III capital standards, other governmental initiatives affecting the financial services industry and changes in federal and/or state tax laws or interpretations thereof by taxing authorities; (14) changes in accounting principles, policies or guidelines; (15) future acquisitions by Banner of other depository institutions or lines of business; (16) Banner's pending acquisition of Starbuck Bancshares, Inc. may fail to be consummated; and (17) future goodwill impairment due to changes in Banner's business, changes in market conditions, or other factors.
Banner does not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date on which the forward-looking statement is made.
Contacts
Banner Corporation
Mark J. Grescovich
President & CEO
Lloyd W. Baker, CFO
(509) 527-3636

text: Mark J. grescovich

text: Lloyd W. Baker

text: Banner Corporation

text: Siuslaw Financial Group, Inc.

text: Banner Corporation

text: Siuslaw Financial Group, Inc.

text: Siuslaw Bank

text: Siuslaw Bank

text: McAdams, Wright Ragen, Inc.

text: Robert W. Baird & Co., Inc.

text: Breyer & Associates PC

text: Sandler O'Neill & Partners, L.P.

text: Lane Powell, PC

text: Banner Corporation

text: Banner Corporation

text: Banner Corporation

text: Mark J. Grescovich

text: Lloyd W. Baker


text:
EX-99.1
2
exh991_augustaannouncement.htm
EXHIBIT 99.1
Exhibit
FOR IMMEDIATE RELEASE
BLACK BOX CORPORATION ANNOUNCES THE CLOSING OF
THE SALE OF ITS FEDERAL GOVERNMENT IT SERVICES BUSINESS
PITTSBURGH, PENNSYLVANIA, August 27, 2018 -
Black Box
Corporation (NASDAQ:BBOX), a leading digital solutions provider, announced that it has closed on its previously announced agreement to sell its Federal Government IT Services Business (the "Federal Business") to Arlington Capital Partners, a leading private equity firm with a focus on businesses in government services and other adjacent markets, for a cash purchase price of $75 million. Arlington Capital Partners purchased 100% of the equity interests of the Federal Business on a debt-free, cash-free basis. Raymond James & Associates and Jones Day represented Black Box in this transaction.
The net cash proceeds from the sale of the Federal Business, after purchase price adjustments of $5.6 million, transaction fees and expenses of $3.2 million as well as $3.0 million of funds deposited into escrow for the finalization of certain closing items as well as certain indemnifications, were used to pay Bank fees, interest on bank debt and indebtedness. After fees and interest, the new $10 million LIFO senior revolving credit facility was paid first and the Term Loan was paid in full, with the remaining funds reducing the original Revolving Credit Line. The LIFO line is available for future borrowings (subject to continued compliance with the Credit Agreement).
"This was a critical step to give the company options moving forward and reduces the debt to more manageable levels", said Joel Trammell, CEO of Black Box.
While the completion of the sale of the Federal Business is a significant milestone for Black Box, the Company continues to focus on exploring all other strategic alternatives with the assistance of Raymond James and Jones Day to address its liquidity needs including, among others, refinancing, restructuring and the sale of other assets. This process reflects the continued commitment of the Board of Directors of the Company to act in the best interests of the Company and to maximize value for the Company's stockholders. While the Company is working expeditiously to its next initiative, there can be no assurances that the Company will be able to consummate any other strategic alternatives.
About Black Box
Black Box (NASDAQ:BBOX) is the trusted digital partner. With more than 40 years of experience connecting people and devices, we are dedicated to helping clients embrace the intelligent edge and enable their digital transformation. Our award-winning products and extensive services connect you with your customers, your team, and the world. Every day, our customers trust us to design, deploy, and manage their digital needs including retail IoT solutions, healthcare, and mission-critical control room infrastructures across commercial enterprises and governmental organizations. With a global presence and extensive team of technical experts, we make digital transformation possible whether at one location or hundreds. To learn more about Commercial Services and Government Solutions visit
bboxservices.c
om. To learn more about Technology Products Solutions visit
blackbox.com
. Follow us on Twitter at @blackbox_ns.
Black Box® and the Double Diamond logo are registered trademarks of BB Technologies, Inc.
Cautionary Forward-Looking Statements
When included in this Form 8-K, the words "expects", "believes", and "anticipates" and analogous expressions are intended to identify forward-looking statements. One can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. Such statements are inherently subject to a variety of risks and uncertainties that could cause actual results to differ materially from those projected. Although it is not possible to
predict or identify all risk factors, such risks and uncertainties may include, among others: the statements related to the Company's pursuit of other strategic alternatives. Actual results could differ from those projected due to numerous factors, including, without limitation, the ability of the Company to consummate other strategic alternatives. Additional risk factors are included in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2018 and in the Company's Current Report on Form 8-K filed on July 2, 2018. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and speak only as of the date of this Form 8-K. The Company expressly disclaims any obligation or undertaking to release publicly any updates or any changes in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any statement is based.
Contact:
Black Box Corporation
David J. Russo
Executive Vice President, Chief Financial Officer and Treasurer
Phone: (724) 873-6788
Email:
investors@blackbox.com

text: BLACK BOX CORPORATION

text: FEDERAL GOVERNMENT IT SERVICES BUSINESS

text:
Black Box
Corporation

text: Federal Government IT Services Business

label: fund

text: Arlington Capital Partners

override: fund

text: Arlington Capital Partners

text: Raymond James & Associates

text: Jones Day

text: Joel Trammell

text: Raymond James

text: Jones Day

text: Black Box Corporation


text:
EX-99.1
2
ex_99-1.htm
PRESS RELEASE DATED MAY 18, 2015, ENTITLED "PLASMATECH BIOPHARMACEUTICALS CLOSES ABEONA THERAPEUTICS ACQUISITION"
Unassociated Document
EXHIBIT 99.1
PLASMATECH BIOPHARMACEUTICALS CLOSES ABEONA THERAPEUTICS ACQUISITION
Two Phase 1/2 Clinical Trials for ABX-101 (MPS IIIB) and ABX-102 (MPS IIIA) For Sanfilippo Syndrome to Commence This Year
New York, NY, May 18, 2015 - PlasmaTech Biopharmaceuticals, Inc. (NASDAQ: PTBI), a biopharmaceutical company focused on gene therapy and cell therapy products for severe and life-threatening rare diseases announced today that it had closed its previously announced acquisition of Abeona Therapeutics, a company engaged in the development and commercialization of therapies for patients with lysosomal storage diseases. The Company will issue to Abeona Therapeutic members a total of 3,979,761 common shares, and up to an additional $9 million in performance milestones, in common stock or cash, at the Company's option. Additionally, Tim Miller, Ph.D. is appointed President & CEO of PlasmaTech Biopharmaceuticals and joins the Company's Board of Directors.
"We are excited about closing this transaction, and plan to further build our gene and cell therapy pipeline with additional rare disease programs that will be synergistic with our current programs", stated Steven H. Rouhandeh, PlasmaTech's Executive Chairman. "With the closing of this acquisition and recent financings, the Company has added over $20 million to the balance sheet since the end of the first quarter. We welcome Tim Miller, his team and his scientific partners, and look forward to building the portfolio and Company together".
"This is a very important step in the development of a comprehensive product pipeline in the rare disease space", said Tim Miller, Ph.D., PlasmaTech's President & CEO. "I want to thank again all of Abeona's stakeholders, especially the supporting foundations, patient advocates, and the expanded scientific teams, for the past support and their continued voice in accelerating the Sanfilippo programs." Abeona stakeholders and supporting foundations include U.S.-based Cure Sanfilippo Foundation, Sanfilippo Research Foundation, Team Sanfilippo, the Abby Grace Foundation, the National MPS Society, The Children's Medical Research Foundation, Inc., and the Ryan Foundation. Strong overseas support comes from the international Sanfilippo community, with investments from Spain-based Stop Sanfilippo and Sanfilippo B Foundation, Geneva, Switzerland-based Fondation Sanfilippo, Australian-based Sanfilippo Children's Foundation and Mexico-based Red Sanfilippo Foundation. Support for our programs has also been provided by the Canadian led Sanfilippo Children's Research Foundation (SCRF).
About PlasmaTech Biopharmaceuticals:
PlasmaTech Biopharmaceuticals is focused on advancing gene therapy and cell therapy for rare diseases. PlasmaTech's lead program is a gene therapy for Sanfilippo syndrome (MPS IIIA and IIIB) in collaboration with patient advocate groups, researchers and clinicians. Clinical trials for Sanfilippo types A and B are anticipated to begin in 2015. In addition,
the Company is pursuing two additional proprietary platforms, Salt Diafiltration (SDF™) Process and Polymer Hydrogel Technology (PHT™), and is active in the development and commercialization of human plasma-derived therapeutics, including its proprietary alpha-1 protease inhibitor, SDF Alpha™. The company has developed a robust product pipeline that includes two commercial stage products, MuGard® and ProctiGard™, with additional follow-on products in development. For more information, visit www.plasmatechbio.com.
Company and Media Contact:
Andre'a Lucca
Director of Communications
PlasmaTech Biopharmaceuticals, Inc.
212-786-6208
alucca@plasmatechbio.com
This press release contains certain statements that are forward-looking within the meaning of Section 27a of the Securities Act of 1933, as amended, and that involve risks and uncertainties. These statements include, without limitation, those relating to: the Company's proposed acquisition of Abeona, anticipated acceleration in the development and internationalization of clinical programs, information regarding the future performance of the combined company, the outlook on medical needs, future pipeline expectations, management plans for the Company, the anticipated closing of the transaction, and general business outlook. These statements are subject to numerous risks and uncertainties, including but not limited the satisfaction of closing conditions for the transaction, the parties' ability to successfully integrate and operate the new company, and achieve expected synergies and other benefits; the impact of competition; the ability to develop products and technologies; the ability to achieve or obtain necessary regulatory approvals; the impact of changes in the financial markets and global economic conditions; and other risks as may be detailed from time to time in the Company's Annual Reports on Form 10-K and other reports filed by the Company with the Securities and Exchange Commission. The Company undertakes no obligations to make any revisions to the forward-looking statements contained in this release or to update them to reflect events or circumstances occurring after the date of this release, whether as a result of new information, future developments or otherwise.

text: PLASMATECH BIOPHARMACEUTICALS

text: ABEONA THERAPEUTICS

text: PLASMATECH BIOPHARMACEUTICALS

text: ABEONA THERAPEUTICS

text: PlasmaTech Biopharmaceuticals, Inc.

text: Abeona Therapeutics

text: Abeona

text: PlasmaTech Biopharmaceuticals

text: Abeona

text: Abeona

text: PlasmaTech Biopharmaceuticals

text: PlasmaTech Biopharmaceuticals

text: PlasmaTech Biopharmaceuticals, Inc.

text: Abeona


text:
EX-99.3
5
exhibit993-originationandc.htm
EXHIBIT 99.3
Exhibit
Exhibit 99.3
ARES COMMERCIAL REAL ESTATE CORPORATION CLOSES NEW $159 MILLION LOAN RAISING THIRD QUARTER 2016 COMMITMENTS TO MORE THAN $600 MILLION
NEW YORK, NY - October 6, 2016 - Ares Commercial Real Estate Corporation (NYSE: ACRE) announced today the recent closing on September 28, 2016 of a new $159 million senior loan commitment collateralized primarily by self-storage properties across a multi-state area, bringing total new loan commitments for the third quarter of 2016 to approximately $605 million with $577 million of initial funding.
Also during the third quarter of 2016, the company's capital availability benefited from loan repayments of approximately $250 million of senior loans with a weighted average unleveraged effective yield of 4.9%(1), which is below the company's stated overall senior loan weighted average unleveraged effective yield of 5.1%(1) as of June 30, 2016. Net loan growth of more than $325 million for the third quarter resulted in an ending principal loan balance of approximately $1.4 billion as of September 30, 2016 and a weighted average loan balance of $1.16 billion for the third quarter, excluding non-controlling interests held by third parties.
"We had a very active third quarter with more than $600 million in new senior loan commitments that are well diversified by geography and property type and originated weighted average unleveraged yields in excess of our senior loan portfolio at June 30, 2016", said Robert L. Rosen, Chairman and Interim Co-CEO of Ares Commercial Real Estate Corporation. "Even with this high level of originations, we continue to have substantial capital available to further expand our portfolio and grow future earnings as we are able to accretively reinvest the capital with new and existing sponsors".
"Given the health and quality of our loan portfolio and strong market demand for high quality stabilized properties, approximately $250 million of senior loans successfully repaid, reflecting the execution of the value enhancement plans of our borrowers", commented John Jardine, President and Co-Chief Executive Officer of Ares Commercial Real Estate Corporation. "As an example, for the $250 million of senior loans that repaid, the average cash flow growth on the underlying properties was in excess of 20% during our loan commitment period. We believe this growth reflects the successful value creation on behalf of the sponsors, and the gradual de-risking of our investments that we seek in our value-added lending strategy".
About Ares Commercial Real Estate Corporation
Ares Commercial Real Estate Corporation is a specialty finance company primarily engaged in originating and investing in commercial real estate loans and related investments. Through its national direct origination platform, the company provides a broad offering of flexible and reliable financing solutions for commercial real estate owners and operators. The company originates senior mortgage loans as well as subordinate financings, mezzanine debt and preferred stock with an emphasis on providing value added financing on a variety of properties located across the United States. Ares Commercial Real Estate Corporation elected and qualified to be taxed as a real estate investment trust and is externally managed by a subsidiary of Ares Management, L.P. (NYSE:ARES), a publicly traded, leading global alternative asset manager with approximately $95 billion of assets under management as of June 30, 2016. For more information, please visit www.arescre.com. The contents of such website are not, and should not be deemed to be, incorporated by reference herein.
(1) The weighted average unleveraged effective yield is calculated based on the average unleveraged effective yield of the applicable senior mortgage loans as of June 30, 2016, weighted by the outstanding principal balance of each applicable loan. Unleveraged effective yield is the compounded effective rate of return that would be earned over the life of the investment based on the contractual interest rate (adjusted for any deferred loan fees, costs, premium or discount) and assumes no dispositions, early prepayments or defaults.
1
Forward-Looking Statements
Statements included herein may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, which relate to future events or the company's future performance or financial condition, including the ability to reinvest the proceeds of the loan sale. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including the returns on current and future investments, rates of repayments and prepayments on the company's mortgage loans, availability of investment opportunities, the company's ability to originate additional investments and completion of pending investments, the availability of capital, the availability and cost of financing, market trends and conditions in the company's industry and the general economy, the level of lending and borrowing spreads, commercial real estate loan volumes and the risks described from time to time in the company's filings with the Securities and Exchange Commission. Ares Commercial Real Estate Corporation undertakes no duty to update any forward-looking statements made herein.
Contacts:
Ares Commercial Real Estate Corporation
Investors:
Carl Drake or John Stilmar
+1 888-818-5298
iracre@aresmgmt.com
Media:
Bill Mendel
+1 212 397-1030
bill@mendelcommunications.com
2

text: ARES COMMERCIAL REAL ESTATE CORPORATION

text: Ares Commercial Real Estate Corporation

text: Robert L. Rosen

text: Ares Commercial Real Estate Corporation

text: John Jardine

text: Ares Commercial Real Estate Corporation

text: Ares Commercial Real Estate Corporation

text: Ares Commercial Real Estate Corporation

text: Ares Commercial Real Estate Corporation

text: Ares Commercial Real Estate Corporation

text: Ares Commercial Real Estate Corporation


text:
EX-99.1
4
a17-12917_1ex99d1.htm
EX-99.1
Exhibit 99.1
May 5, 2017
Hill International Completes Sale of Construction Claims Group to Private Equity Firm Bridgepoint
Company Also Completes Amendment of Credit Facility
PHILADELPHIA, May 05, 2017 (GLOBE NEWSWIRE) - Hill International (NYSE:HIL), the global leader in managing construction risk, announced today that the sale of its Construction Claims Group to Bridgepoint Development Capital, part of international private equity group Bridgepoint, has closed and funded under the terms previously disclosed on May 3, 2017.
Net proceeds from the sale were used primarily to pay off and retire Hill's outstanding senior debt, which totaled $151.1 million at closing, for which Hill incurred interest expense of $13.9 million during the trailing twelve months ended March 31, 2017. Simultaneously with the closing of the sale, Hill amended its secured revolving credit facilities from $45.0 million to $35.0 million, consisting of a $25.0 million U.S. Dollar-denominated facility and a $10.0 million Euro-denominated facility. The amended facilities will have terms of five years from the closing and will provide for letter of credit sub-limits in amounts of $20.0 million and $8.0 million, respectively. As of the closing, the amended facilities are substantially drawn. We intend to pursue additional borrowing options to improve our liquidity.
"This transaction retires a large portion of our debt, transforms Hill into a pure-play project management firm and strengthens Hill's balance sheet", said Paul Evans, Hill's Interim Chief Executive Officer.
Hill was assisted on the transaction by financial advisor KeyBanc Capital Markets Inc. and legal advisor Duane Morris LLP.
Hill International, now with 3,300 professionals in more than 60 offices worldwide, provides program management, project management, construction management and other consulting services primarily to the buildings, transportation, environmental, energy and industrial markets.
Engineering News-Record
magazine recently ranked Hill as the eighth largest construction management firm in the United States. For more information on Hill, please visit our website at www.hillintl.com.
Certain statements contained herein may be considered "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, and it is our intent that any such statements be protected by the safe harbor created thereby. Except for historical information, the matters set forth herein including, but not limited to, any projections of revenues, earnings or other financial items; any statements concerning our plans, strategies and objectives for future operations; and any statements regarding future economic conditions or performance, are forward-looking statements. These forward-looking statements are based on our current expectations, estimates and assumptions and are subject to certain risks and uncertainties. Although we believe that the expectations, estimates and assumptions reflected in our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Important factors that could cause our actual results to differ materially from estimates or projections contained in our forward-looking statements include market conditions that will impact our ability to pursue financial options to improve our liquidity as well as the factors which are set forth in the Risk Factors section and elsewhere in the reports we have filed with the Securities and Exchange Commission, including that unfavorable global economic conditions may adversely impact our business, our backlog may not be fully realized as revenue and our expenses may be higher than anticipated. We do not intend, and undertake no obligation, to update any forward-looking statement.
Hill International, Inc.
John P. Paolin
Senior Vice President of Marketing and Corporate Communications
(215) 309-7710
johnpaolin@hillintl.com
The Equity Group Inc.
Devin Sullivan
Senior Vice President
(212) 836-9608
dsullivan@equityny.com
(HIL-G)
Source: Hill International, Inc.
News Provided by Acquire Media

text: Hill International

text: Construction Claims Group

text: Bridgepoint

text: Hill International

text: Construction Claims Group

text: Bridgepoint Development Capital

text: Bridgepoint

text: KeyBanc Capital Markets Inc.

text: Duane Morris LLP

text: Hill International

text: Hill International

text: Hill International


text:
EX-99.1
4
ex99_1.htm
PRESS RELEASE OF AXION POWER INTERNATIONAL, INC. DATED MARCH 21, 2005.
Press Release of Axion Power International, Inc. dated March 21, 2005.
AXION
POWER INTERNATIONAL, INC.
100
Caster Avenue
Vaughan,
Ontario, Canada L4L 5Y9
FOR
IMMEDIATE RELEASE
AXION
RECEIVES $3.8 MILLION FROM PRIVATE PLACEMENT
VAUGHAN,
ONTARIO
- March
21, 2005 - Axion Power International, Inc. (OTC Bulletin Board: AXPW) announced
today that has sold 381,000 shares of its 8% Convertible Senior Preferred Stock
and 503,500 common stock purchase warrants in private placement transactions.
The initial offering proceeds include $2.8 million in cash and $1 million in
debt settlements.
The
holders of Preferred Stock are entitled to an 8% annual dividend preference and
the Preferred Stock is convertible into common stock at price of $2.00 per
share. The warrants are exercisable for a period of two years at a price of $2
per share. For a complete description of the Preferred Stock and warrants,
please refer to the Company's Current Report on Form 8-K.
Commenting
on the private placement, Peter Roston, the company's chief financial officer
said, "During our first 17 months of operations, our capital raising activities
kept pace with our cash outlays but our working capital was always limited. The
private placement increased our stockholders' equity by over 300% and will give
us a solid financial foundation for the future development of our E3
Supercell technology. We also believe our sale of preferred stock and warrants
at a reasonable fixed valuation will support our efforts to obtain a more
favorable listing for our stock".
Charles
Mazzacato, the company's chief executive officer said, "Since inception, we have
been engaged in fabricating and testing a series of evaluation prototypes that
range from simple E3
Supercells to complex laboratory prototype power systems constructed from
multiple E3
Supercells. Over the last several months, we have conducted extensive in-house
testing of our laboratory prototype systems in cooperation with our joint
development partners. We are very excited about the results. Our laboratory
prototype systems are now ready for independent evaluation and we expect to
announce details of a formal third party testing program within 4 to 6 weeks.
We have
also begun preparing drawings and design specifications for a series of
application prototypes that will be tailored
to specific uses, including UPS systems. Those will be followed shortly
by
application
prototypes for grid-connected applications, including energy storage and
buffering systems for both traditional and alternative or "green" power
plants."
About
Axion Power International.
Axion is
developing a new technology for supercapacitive hybrid electrical energy storage
devices that it calls E3
Supercells. Instead of using two lead electrodes like a conventional lead-acid
battery, E3
Supercells replace each of the lead-based negative electrodes with two
nanoporous carbon electrodes. The result is a new class of energy storage device
that offers both battery and supercapacitor performance characteristics and has
a much longer service life. Axion believes its E3
Supercells may offer a cost-effective alternative to conventional lead-acid
batteries that will:
·
Charge
three to five times faster;
·
Offer
three to four times as many charge/discharge cycles in deep discharge
applications;
·
Withstand
repetitive 90% depth of discharge without significant loss of performance;
and
·
Require
minimal maintenance.
Initially,
Axion plans to focus on developing E3
Supercells for uninterruptible power supplies and DC power systems for
communications networks. Its second target market will be energy storage and
buffering systems for alternative and conventional grid-connected electric
utilities. Its third target market will be high performance power systems for
hybrid automobiles. Axion may also develop specialized E3
Supercells for a variety of industrial and consumer products including
forklifts, wheelchairs and golf carts.
"Safe
Harbor" Statement Under the Private Securities Litigation Reform Act of
1995:
Certain
statements in this Press Release are "forward-looking statements" within the
meaning of the Private Securities Litigation Act of 1995. These forward-looking
statements are based on our current expectations and beliefs and are subject to
a number of risk factors and uncertainties that could cause actual results to
differ materially from those described in the forward-looking statements. For a
detailed description of the risk factors and uncertainties affecting the
Company, please refer to our current and future filings with the Securities and
Exchange Commission, all of which are available at www.sec.gov.
For
further information, please visit www.axionpower.com or
contact:
Nazia
Khan, Corporate Communications
Axion
Power International. 905-264-1991
nkhan@axionpower.com

text: AXION POWER INTERNATIONAL, INC.

text: Axion Power International, Inc.

text:
AXION
POWER INTERNATIONAL, INC.

text: Axion Power International, Inc.

text: Peter Roston

text:
Charles
Mazzacato


text:
EX-99.1
2
a17-28340_3ex99d1.htm
EX-99.1
Exhibit 99.1
Williams Scotsman Completes Acquisition of Acton Mobile
BALTIMORE (Dec. 21, 2017)
- WillScot Corporation (NASDAQ: WSC) ("Williams Scotsman") today announced that it has completed its previously announced acquisition of Acton Mobile (ActonMobile.com) for a cash purchase price of approximately $235 million.
Williams Scotsman will have nearly 100,000 modular space and portable storage units serving approximately 35,000 customers from over 100 locations across the United States, Canada and Mexico. Williams Scotsman will expand the breadth and depth of its Ready to Work services to existing and incremental customers and markets.
Brad Soultz, president and chief executive officer of Williams Scotsman, commented, "We are excited to complete our acquisition of Acton, and believe that it presents a compelling opportunity to strategically expand our Ready to Work solutions to existing and incremental customers and markets. I am pleased to welcome the talented and experienced Acton employees to our Company, and look forward to the many growth opportunities ahead for Williams Scotsman".
The transaction was funded with cash on hand and borrowings under its revolving credit agreement.
About WillScot Corporation
Headquartered in Baltimore, Maryland, WillScot Corporation is the public holding company for the Williams Scotsman family of companies in the United States, Canada and Mexico. WillScot Corporation trades on the NASDAQ stock exchange under the ticker symbol "WSC." Williams Scotsman is a specialty rental services market leader providing innovative modular space and portable storage solutions across North America. Williams Scotsman is the modular space supplier of choice for the construction, education, health care, government, retail, commercial, transportation, security and energy sectors. With over half a century of innovative history, organic growth and strategic acquisitions, its branch network includes over 100 locations, its fleet comprises nearly 100,000 modular space and portable storage units and its customer base has grown to approximately 35,000.
Forward Looking Statements
Certain statements made in this release are "forward looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words "estimates", "expects", "anticipates", "forecasts", "plans", "intends", "believes", "seeks", "may", "will", "should", "future", "propose" and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside our control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, that may affect actual results or outcomes include: our inability to realize the anticipated
1
benefits of the announced acquisition; costs related to the acquisition and integration of the acquired companies; our ability to manage growth and execute our business plan; our estimates of the size of the markets for our products; the rate and degree of market acceptance of our products; the success of other competing modular space and portable storage solutions that exist or may become available; rising costs adversely affecting our profitability; potential litigation involving our company; general economic and market conditions impacting demand for our products and services; and such other risks and uncertainties as are discussed under the heading "Risk Factors" in our Current Report on Form 8-K, filed with the Securities and Exchange Commission ("SEC") on December 5, 2017 and those discussed in other reports filed with the SEC by us from time to time, including those discussed under such heading in our Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K to be filed with the SEC. Any forward-looking statement speaks only at the date which it is made, and Williams Scotsman disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Additional Information and Where to Find It
Additional information about the transaction can be found on the Williams Scotsman investor relations website at www.investors.willscot.com
Contact Information
Investor Inquiries:
Mark Barbalato
investors@willscot.com
Media Inquiries:
Scott Junk
scott.junk@willscot.com
2

text: Williams Scotsman

text: Acton Mobile

text: WillScot Corporation

text: Williams Scotsman

text: Acton Mobile

text: Williams Scotsman

text: Williams Scotsman

text: Brad Soultz

text: Williams Scotsman

text: Acton

text: Acton

text: Williams Scotsman

text: WillScot Corporation

text: WillScot Corporation

text: Williams Scotsman

text: WillScot Corporation

text: Williams Scotsman

text: Williams Scotsman

text: Williams Scotsman

text: Williams Scotsman


text:
EX-99.1
2
d567541dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
ELDORADO RESORTS COMPLETES ACQUISITION OF GRAND VICTORIA CASINO
Accretive Acquisition Further Expands Eldorado's Regional Gaming Platform
With Addition of Premier Gaming Destination in Chicagoland Market
Reno, Nev., (August 7, 2018) - Eldorado Resorts, Inc. (NASDAQ: ERI) ("Eldorado" or the "Company") announced today that it completed
the previously announced purchase of the Grand Victoria Casino ("Grand Victoria") in Elgin, Illinois for total consideration of $327.5 million in cash, subject to a customary working capital adjustment. The transaction was financed
with cash on hand and borrowings under the Company's revolving credit facility. The purchase price represents a multiple of approximately 9.0x trailing twelve months Adjusted EBITDA (for the period ended June 30, 2018) which Eldorado
expects to reduce to approximately 6.0x or less within 18 months based on expected operating synergies and cost savings.
Gary Carano, Chairman and Chief
Executive Officer of Eldorado, commented, "Grand Victoria Casino is an excellent addition to our operations and the transaction is consistent with our long-term strategy to build shareholder value by pursuing accretive acquisitions. As with our
other recent acquisitions, we intend to quickly implement our proven integration and operating strategies, allowing us to increase margins and cash flow from the property and thus reduce the purchase multiple.
"Grand Victoria Casino is one of the premier casinos in the Chicagoland market and given the quality of the property, our immediate focus is on further
enhancing the guest experience and operating results as there is no need to undertake capital investments at the property beyond normal maintenance expenses. We are very excited to welcome the Grand Victoria employees to the Eldorado family".
Grand Victoria Casino, located in Elgin, Illinois, is approximately 40 miles west of downtown Chicago along the banks of the Fox River. The property
features 1,088 slot machines, 30 table games, a
12-table
poker room and four dining options, including Prime BurgerHouse, the award-winning Buckinghams Steakhouse & Lounge, the Indulge Show Kitchen
Buffet and the
24-hour
Crave Deli. It also offers 7,495 square feet of meeting and banquet space, event and concert facilities, a
1,450-space
parking garage, and
additional surface parking for 600 vehicles.
The transaction increases Eldorado's property portfolio to twenty one properties in eleven states with
a total of approximately 22,000 slot machines and VLTs and 640 table games, over 7,000 hotel rooms and approximately 13,000 team members.
BofA Merrill
Lynch acted as exclusive financial advisor and Milbank Tweed Hadley & McCloy LLP acted as legal counsel to Eldorado in connection with the transaction.
About Eldorado Resorts, Inc.
Eldorado Resorts is a
leading casino entertainment company that owns and operates twenty one properties in eleven states, including Colorado, Florida, Illinois, Iowa, Louisiana, Mississippi, Missouri, Nevada, Ohio, Pennsylvania and West Virginia. In aggregate,
Eldorado's properties feature approximately 22,000 slot machines and VLTs and 640 table games, and over 7,000 hotel rooms. On April 16, 2018, the Company announced that it entered into an acquisition agreement for Tropicana Entertainment
Inc. with the transaction expected to close in the 2018 fourth quarter. For more information, please visit www.eldoradoresorts.com.
Forward-Looking Statements
This press release includes "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. Forward-looking statements include statements regarding our strategies, objectives and plans for future development or acquisitions of properties or operations, as well as
expectations, future operating results and other information that is not historical information. When used in this press release, the terms or phrases such as "anticipates", "believes", "projects", "plans,"
"intends", "expects", "might", "may", "estimates", "could", "should", "would", "will likely continue", and variations of such words or similar expressions are
intended to identify forward-looking statements. Although our expectations, beliefs and projections are expressed in good faith and with what we believe is a reasonable basis, there can be no assurance that these expectations, beliefs and
projections will be realized. There are a number of risks and uncertainties that could cause our actual results to differ materially from those expressed in the forward-looking statements which are included elsewhere in this press
release. Such risks, uncertainties and other important factors include, but are not limited to: (a) our ability to promptly and effectively implement our operating strategies and integrate the business of Eldorado and the
Grand Victoria; (b) our ability to realize the expected synergies resulting from the combined operations; (c) the possibility that the business of the Grand Victoria may suffer as a result of the announcement of the transaction;
(d) the ability to retain key employees of the Grand Victoria; (e) the impact of our substantial indebtedness on our operations and liquidity; (f) sensitivity of our operations to reductions in discretionary consumer spending;
(g) governmental regulations and the impact of gaming taxes, fees and related obligations in jurisdictions in which we operate; and (h) other risks and uncertainties described in our reports on Form
10-K,
Form
10-Q
and Form
8-K.
In light of these and other risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur. These
forward-looking statements speak only as of the date of this press release, even if subsequently made available on our website or otherwise, and we do not intend to update publicly any forward-looking statement to reflect events or circumstances
that occur after the date on which the statement is made, except as may be required by law.
Contact:
Thomas Reeg
Joseph N. Jaffoni, James Leahy
President
JCIR
Eldorado Resorts, Inc.
212/835-8500
775/328-0112
eri@jcir.com
investorrelations@eldoradoresorts.com
# # #

text: ELDORADO RESORTS

text: Eldorado Resorts, Inc.

text: Gary Carano

text:
BofA Merrill
Lynch

text: Milbank Tweed Hadley & McCloy LLP

text: Eldorado Resorts, Inc.

text: Eldorado Resorts

text: James Leahy

text: Eldorado Resorts, Inc.


text:
EX-99.1
2
exhibit991pressrelease.htm
EXHIBIT 99.1
Exhibit
Exhibit 99.1
Kraton Corporation Completed Sale of CariflexTM Business to Daelim Industrial Co, Ltd.
HOUSTON, March 6, 2020 /PRNewswire/ -- Kraton Corporation (NYSE: KRA) ("Kraton" or the "Company"), a leading global sustainable producer of specialty polymers and high-value biobased products derived from pine wood pulping co-products announced today that it has completed the sale of its Cariflex™ business to Daelim Industrial Co, Ltd. ("Daelim") for $530.0 million in cash.
"We are pleased to announce that we have completed the sale of our Cariflex business to Daelim Industrial Co, Ltd. We believe Daelim is well-positioned to invest in and grow the Cariflex franchise as it continues to expand its global business. We thank the Cariflex team for their significant contributions, not only for developing Cariflex, but for continuing to grow the business over the years, and we wish them continued success in the future", said Kevin M. Fogarty, Kraton's President and Chief Executive Officer. "As previously communicated, we intend to use the net proceeds from the Cariflex sale principally for debt reduction. Following the closing of this important transaction, we remain committed to continuing to improve our overall capital structure, and this sale is an important step in that regard", added Fogarty.
J.P. Morgan Securities LLC acted as exclusive financial advisor to Kraton and Baker McKenzie served as legal advisor. UBS Securities LLC acted as exclusive financial advisor to Daelim and Paul Hastings LLP acted as legal advisor.
ABOUT KRATON
Kraton Corporation (NYSE: KRA) is a leading global sustainable producer of specialty polymers and high-value biobased products derived from pine wood pulping co-products. Kraton's polymers are used in a wide range of applications, including adhesives, coatings, consumer and personal care products, sealants and lubricants, and medical, packaging, automotive, paving and roofing applications. As the largest global provider in the pine chemicals industry, the company's pine-based specialty products are sold into adhesives, roads and construction and tire markets, and it produces and sells a broad range of performance chemicals into markets that include fuel additives, oilfield chemicals, coatings, metalworking fluids and lubricants, inks, flavors and fragrances and mining. Kraton offers its products to a diverse customer base in numerous countries worldwide.
Kraton, the Kraton logo and design, and Cariflex are all trademarks of Kraton Polymers LLC.
FORWARD LOOKING STATEMENTS
This press release contains "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are often characterized by the use of words such as "believes", "estimates", "expects", "projects", "may", "intends", "plans" or "anticipates", or by discussions of strategy, plans or intentions. The statements in this press release that are not historical statements, including statements regarding Kraton's expected realization of fixed cost savings and intended use of proceeds from the sale of the compounding business are forward-looking statements. All forward-looking statements in this press release are made based on management's current expectations and estimates, which involve known and unknown risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed in forward-looking statements. Additional information concerning factors that could cause actual results to differ materially from those expressed in forward-looking statements is contained in Kraton's most recently filed annual report on Form 10-K, quarterly reports on Form 10-Q and in other filings made by Kraton with the U.S. Securities and Exchange Commission, and include, but are not limited to, risks related to: the integration of Arizona Chemical Holdings Corporation; Kraton's ability to repay its indebtedness; Kraton's reliance on third parties for the provision of significant operating and other services; conditions in the global economy and capital markets; fluctuations in raw material costs; limitations in the availability of raw materials; competition in Kraton's end-use markets; and other factors of which we are currently unaware or deem immaterial. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements contained herein speak only as of the date of this press release, and we assume no obligation to publicly update or revise such forward-looking statements in light of new information or future events.
FOR FURTHER INFORMATION
H. Gene Shiels
281-504-4886

text: Kraton Corporation

text: Daelim Industrial Co, Ltd

text: Kraton Corporation

text: Daelim Industrial Co, Ltd.

text: Daelim Industrial Co, Ltd.

text: J.P. Morgan Securities LLC

text: Baker McKenzie

text: UBS Securities LLC

text: Paul Hastings LLP

text: Kraton Corporation


text:
EX-99.1
4
a11-28026_1ex99d1.htm
EX-99.1
Exhibit 99.1
Teva Completes Acquisition of Cephalon
-
Combined organization will provide customers with a broad spectrum of
specialty branded products in addition to the world's largest generic drug portfolio-
Jerusalem, October 14, 2011
- Teva Pharmaceutical Industries Ltd. (NASDAQ: TEVA) announced today that it has completed its acquisition of Cephalon, Inc. (NASDAQ: CEPH). The combined company will have a significant presence in over 60 countries and generated approximately $20 billion in revenues on a pro-forma basis for the twelve months ended June 2011.
"This important transaction reinforces Teva's long term strategy of building out our branded and specialty pharmaceuticals business through diversification and expansion of our product portfolio and pipeline, while enhancing our position as the worldwide leader in generics", said Shlomo Yanai, President and CEO of Teva. "Our newly-expanded portfolio in CNS, Oncology, Respiratory and Women's Health along with our robust pipeline of more than 30 late-stage products truly cements our position as a leader in specialty pharma".
Mr. Yanai added, "We are welcoming many of Cephalon's talented employees into the Teva family. The combination of our two winning teams will position Teva to create maximum value for our patients and customers".
On October 14, 2011, Cephalon Inc. became a wholly owned subsidiary of Teva and ceased to be traded on NASDAQ. Pursuant to the merger agreement between the parties, each share of Cephalon common stock has been converted into the right to receive $81.50 in cash. Share exchange instructions and a letter of transmittal will be mailed to Cephalon shareholders shortly.
As previously announced, Teva expects the acquisition to be immediately accretive to Teva's non-GAAP earnings per share and accretive to Teva's GAAP earnings within the fourth quarter of closing.
About Teva
Teva Pharmaceutical Industries Ltd. (NASDAQ: TEVA) is a leading global pharmaceutical company, committed to increasing access to high-quality healthcare by developing, producing and marketing affordable generic drugs as well as innovative and specialty pharmaceuticals and active pharmaceutical ingredients. Headquartered in Israel, Teva is the world's largest generic drug maker, with a global product portfolio of more than 1,300 molecules and a direct presence in about 60 countries. Teva's branded businesses focus on neurological, respiratory and women's health therapeutic areas as well as biologics. Teva currently employs approximately 42,000 people around the world and reached $16.1 billion in net sales in 2010.
IR Contacts:
Elana Holzman
Teva Pharmaceutical Industries Ltd.
972 (3) 926-7554
Kevin C. Mannix
Teva North America
(215) 591-8912
PR Contacts:
Yossi Koren
Teva Pharmaceutical Industries Ltd.
972 (3) 926-7687
Denise Bradley
Teva North America
(215) 591-8974
Teva's Safe Harbor Statement under the U. S. Private Securities Litigation Reform Act of 1995:
This release contains forward-looking statements, which express the current beliefs and expectations of management. Such statements are based on management's current beliefs and expectations and involve a number of known and unknown risks and uncertainties that could cause our future results, performance or achievements to differ significantly from the results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause or contribute to such differences include risks relating to: our ability to successfully develop and commercialize additional pharmaceutical products, the introduction of competing generic equivalents, the extent to which we may obtain U.S. market exclusivity for certain of our new generic products and regulatory changes that may prevent us from utilizing exclusivity periods, potential liability for sales of generic products prior to a final resolution of outstanding patent litigation, including that relating to the generic version of Protonix®, the extent to which any manufacturing or quality control problems damage our reputation for high quality production, the effects of competition on sales of our innovative products, especially Copaxone® (including potential generic and oral competition for Copaxone®), the impact of continuing consolidation of our distributors and customers, our ability to identify, consummate and successfully integrate acquisitions (including the acquisition of Cephalon), interruptions in our supply chain or problems with our information technology systems that adversely affect our complex manufacturing processes, intense competition in our specialty pharmaceutical businesses, any failures to comply with the complex Medicare and Medicaid reporting and payment obligations, our exposure to currency fluctuations and restrictions as well as credit risks, the effects of reforms in healthcare regulation, adverse effects of political or economical instability, major hostilities or acts of terrorism on our significant worldwide operations, increased government scrutiny in both the U.S. and Europe of our agreements with brand companies, dependence on the effectiveness of our patents and other protections for innovative products, our ability to achieve expected results through our innovative R&D efforts, the difficulty of predicting U.S. Food and Drug Administration, European Medicines Agency and other regulatory authority approvals, uncertainties surrounding the legislative and regulatory pathway for the registration and approval of biotechnology-based products, potentially significant impairments of intangible assets and goodwill, potential increases in tax liabilities resulting from challenges to our intercompany arrangements, our potential exposure to product liability claims to the extent not covered by insurance, the termination or expiration of governmental programs or tax benefits, current economic conditions, any failure to retain key personnel or to attract additional executive and managerial talent, environmental risks and other factors that are discussed in our Annual Report on Form 20-F and other filings with the U.S. Securities and Exchange Commission.
# # #

text: Teva

text: Cephalon

text: Teva Pharmaceutical Industries Ltd.

text: TEVA

text: Cephalon, Inc.

text: Teva

text: Shlomo Yanai

text: Teva

text: Cephalon

text: Teva

text: Teva

text: Cephalon Inc.

text: Teva

text: Cephalon

text: Cephalon

text: Teva

text: Teva

text: Teva

text: Teva

text: Teva Pharmaceutical Industries Ltd.

text: TEVA

text: Teva

text: Teva

text: Teva

text: Teva Pharmaceutical Industries Ltd.

text: Teva

text: Teva Pharmaceutical Industries Ltd.

text: Teva

text: Teva

text: Cephalon


text:
EX-99
3
liberty99_1.txt
EXHIBIT 99.01 PRESS RELEASE DATED SEPTEMBER 18, 2006
PRESS RELEASE
FOR IMMEDIATE RELEASE...
LIBERTY DIVERSIFIED HOLDINGS, INC.
ANNOUNCES ACQUISITION OF NEW SUBSIDIARY AND TWO LICENSES
FOR NEW PACKAGING TECHNOLOGIES
ORANGE, CA SEPTEMBER 18, 2006
Liberty Diversified Holdings, Inc. (OTC Bulletin Board: LDHI) announced
today that it has acquired has acquired Innovative Packaging Technologies,
Inc. (IPTI) from Utek Corporation (AMEX & LSE-AIM: UTK). IPTI was
previously a wholly-owned subsidiary of Utek and is now a 100% wholly-owned
subsidiary of Liberty Diversified Holdings, Inc. The agreement also
includes the transfer of two separate licenses for innovative and
technologies with specialized application for the printing and packaging
industry.
IPTI contains two licenses for technologies developed by researchers at the
University of Arkansas. The first technology, "Edible Film", is an all-
natural, edible antimicrobial packaging film, which has been designed to
protect consumers against common food-borne illnesses caused by pathogens
such as Salmonella and E. coli. This unique technology can also be used in
the medical, medical instruments, electronics, computer and technology
products, and many other fields that require protective packaging.
IPTI also contains a license for a variable image packaging film that can
potentially double the viewable surface area of packaging products by
allowing the film to transmit two separate images. A change in the
perceived image is accomplished using a series of lenticular lenses to
compress areas of an original image and refract them at a specified angular
range, achieving a "flash" effect for customers traveling past the
products. The potential applications for this technology are virtually
limitless.
COMMENTARY
In response to this announcement Ron Touchard, CEO and Co-Chairman of
Liberty Diversified Holdings, Inc., stated the following, "We are very
enthusiastic about our acquisition of Innovative Packing Technologies, Inc.
We believe that IPTI's exciting new technologies will allow us to provide
new and more varied packaging products, both to our current customer base
and through our future subsidiaries. These new technologies, combined with
our aggressive acquisition plan, will help us to expand our market share at
a much faster pace than previously possible. These are exciting times in
the printing and packaging industry, and we believe that everyone should be
keeping a sharp eye on the current round of activity taking place,
especially in regards to mergers, acquisitions & the implementation of new
technologies".
Jennifer Willis, Manager of Technology Licensing at UTEK Corporation added,
"UTEK is pleased to consummate this technology transfer with Liberty
Diversified Holdings, Inc. and we look forward to continuing our efforts to
provide additional technology acquisition opportunities for their
consideration".
ABOUT UTEK CORPORATION
UTEK (Registered trademark) is a specialty finance company focused on
technology transfer. UTEK's services enable companies to acquire innovative
technologies from universities and research laboratories worldwide. UTEK
facilitates the identification and acquisition of external technologies for
clients in exchange for their equity securities. This unique process is
called U2B (Registered trademark). In addition, UTEK offers companies the
tools to search, analyze and manage university intellectual properties.
UTEK is a business development company with operations in the United
States, United Kingdom and Israel. For more information about UTEK, please
visit its website at www.utekcorp.com.
ABOUT LIBERTY DIVERSIFIED HOLDINGS, INC.
Liberty's new direction is focused on aggressive growth and diversification
through expansion of its current holdings as well as future acquisitions.
The LDHI business model is centered on increasing shareholder value through
multiple and diverse revenue streams. Liberty's core focus is in the $433
billion printing and packaging industry. The Company's assets include MCR
Printing and Packaging Corp, a 20-year-old company that provides high end
printing and packaging services to some of the world's largest companies,
including long term relationships with major corporations such as Tyco
Health Care, Mattel, SANYO, Leviton, Camelbak, Maxell and others. The
Company has a unique business model with little or no competition in a
large and growing international industry, and is rapidly expanding into
additional high demand, high-profit manufacturing areas.
For more information visit www.libertydiversifiedholdings.com or call (949)
376-4846.
CAUTION REGARDING FORWARD-LOOKING STATEMENTS: THIS PRESS RELEASE INCLUDES
FORWARD-LOOKING STATEMENTS CONCERNING THE FUTURE PERFORMANCE OF OUR
BUSINESS, ITS OPERATIONS AND ITS FINANCIAL PERFORMANCE AND CONDITION, AND
ALSO INCLUDES SELECTED OPERATING RESULTS PRESENTED WITHOUT THE CONTEXT OF
ACCOMPANYING FINANCIAL RESULTS WHICH ARE NOT YET AVAILABLE. THESE FORWARD-
LOOKING STATEMENTS INCLUDE, AMONG OTHERS, STATEMENTS WITH RESPECT TO OUR
OBJECTIVES AND STRATEGIES TO ACHIEVE THOSE OBJECTIVES, AS WELL AS
STATEMENTS WITH RESPECT TO OUR BELIEFS, PLANS, EXPECTATIONS, ANTICIPATIONS,
ESTIMATES OR INTENTIONS. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON OUR
CURRENT EXPECTATIONS. WE CAUTION THAT ALL FORWARD-LOOKING INFORMATION IS
INHERENTLY UNCERTAIN AND ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THE
ASSUMPTIONS, ESTIMATES OR EXPECTATIONS REFLECTED OR CONTAINED IN THE
FORWARD-LOOKING INFORMATION, AND THAT ACTUAL FUTURE PERFORMANCE WILL BE
AFFECTED BY A NUMBER OF FACTORS, INCLUDING ECONOMIC CONDITIONS,
TECHNOLOGICAL CHANGE, THE INTEGRATION OF ACQUISITIONS, REGULATORY CHANGE
AND COMPETITIVE FACTORS, MANY OF WHICH ARE BEYOND OUR CONTROL. THEREFORE,
FUTURE EVENTS AND RESULTS MAY VARY SIGNIFICANTLY FROM WHAT WE CURRENTLY
FORESEE. WE ARE UNDER NO OBLIGATION (AND WE EXPRESSLY DISCLAIM ANY SUCH
OBLIGATION) TO UPDATE OR ALTER THE FORWARD-LOOKING STATEMENTS WHETHER AS A
RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.

text: LIBERTY DIVERSIFIED HOLDINGS, INC.

text: Liberty Diversified Holdings, Inc.

text:
Innovative Packaging Technologies,
Inc.

text: Utek Corporation

text: Liberty Diversified Holdings, Inc.

text: Ron Touchard

text: Liberty Diversified Holdings, Inc.

text: UTEK Corporation

text:
Liberty
Diversified Holdings, Inc.

text: UTEK CORPORATION

text: LIBERTY DIVERSIFIED HOLDINGS, INC.


text:
EX-99.1
4
e73780ex99-1.htm
PRESS RELEASE
Exhibit 99.1
CIT Completes Sale of Commercial Aircraft Leasing Business to
Avolon Holdings for $10.4 Billion
Proceeds will fund significant capital return to shareholders
and liability management actions to enhance shareholder value
NEW YORK
- April 4 - CIT Group Inc. (NYSE: CIT)
today announced that it completed the sale of its commercial aircraft leasing business to Avolon Holdings Limited (Avolon),
the international aircraft leasing company and wholly-owned subsidiary of Bohai Capital Holding Co. Ltd., for a purchase
price of $10.4 billion.
CIT will use the cash proceeds from the transaction to fund
approximately $3 billion in capital return to shareholders and redeem $5.8 billion in senior unsecured debt. The liability management
and capital return actions are expected to be initiated as soon as practicable and before the end of April. Separately, the company
continues to evaluate the issuance of approximately $325 million of Tier 1 qualifying preferred stock, which would allow for an
incremental return of an equivalent amount of common equity.
"This marks the completion of a landmark transaction that will
further simplify our business model, enhance our core funding profile and enable us to return significant capital to our shareholders,"
said Chairwoman and Chief Executive Officer Ellen R. Alemany. "I want to thank the CIT team for successfully achieving this
milestone in our strategic plan. As we look ahead, we will continue to strengthen our position as a leading national bank for lending
and leasing to the middle market and small businesses, while driving long-term shareholder value".
With the completion of this transaction, as well as the recent sale
of CIT's stake in the TC-CIT aviation joint ventures, CIT has now exited the commercial aircraft leasing business. CIT's
Commercial Finance business will continue to work with aircraft owners, manufacturers, suppliers and service providers in the industry
to offer loans for commercial aircraft, aircraft engines and aircraft parts as part of its Aerospace, Defense & Government
Finance business.
J.P. Morgan Securities
LLC served as exclusive financial advisor, and Wachtell, Lipton, Rosen & Katz served as legal counsel to CIT.
Forward-Looking Statements
This press release contains forward-looking statements
within the meaning of applicable federal securities laws that are based upon our current expectations and assumptions concerning
future events,
which are subject to a number of risks and uncertainties
that could cause actual results to differ materially from those anticipated. The words "expect", "anticipate,"
"estimate", "forecast", "initiative", "objective", "plan", "goal,"
"project", "outlook", "priorities", "target", "intend", "evaluate,"
"pursue", "commence", "seek", "may", "would", "could,"
"should", "believe", "potential", "continue", or the negative of any of those words
or similar expressions is intended to identify forward-looking statements. All statements contained in this press release, other
than statements of historical fact, including without limitation, statements about our plans, strategies, prospects and expectations
regarding future events and our financial performance, are forward-looking statements that involve certain risks and uncertainties.
While these statements represent our current judgment on what the future may hold, and we believe these judgments are reasonable,
these statements are not guarantees of any events or financial results, and our actual results may differ materially. Important
factors that could cause our actual results to be materially different from our expectations include, among others, the risk that
(i) CIT is unsuccessful in implementing its Amended Capital Plan on the timing and terms contemplated,(ii) CIT is unsuccessful
in implementing its strategy and business plan, (iii) CIT is unable to react to and address key business and regulatory issues,
(iv) CIT is unable to achieve the projected revenue growth from its new business initiatives or the projected expense reductions
from efficiency improvements, or (v) CIT becomes subject to liquidity constraints and higher funding costs. We describe these and
other risks that could affect our results in Item 1A, "Risk Factors", of our latest Annual Report on Form 10-K for
the year ended December 31, 2016, which was filed with the Securities and Exchange Commission. Accordingly, you should not place
undue reliance on the forward-looking statements contained in this press release. These forward-looking statements speak only as
of the date on which the statements were made. CIT undertakes no obligation to update publicly or otherwise revise any forward-looking
statements, except where expressly required by law.
About CIT
Founded in 1908, CIT (NYSE: CIT) is a financial holding company
with $64 billion in assets as of Dec. 31, 2016. Its principal bank subsidiary, CIT Bank, N.A., (Member FDIC, Equal Housing
Lender) has more than $30 billion of deposits and more than $40 billion of assets. CIT provides financing,
leasing, and advisory services principally to middle-market companies and small businesses across a wide variety of industries.
It also offers products and services to consumers through its Internet bank franchise and a network of retail branches in Southern
California, operating as OneWest Bank, a division of CIT Bank, N.A. For more information visit
cit.com
.
MEDIA CONTACT
Gina Proia
212-771-6008
Gina.Proia@cit.com
INVESTOR CONTACT
Barbara Callahan
973-740-5058
Barbara.Callahan@cit.com

text: CIT

text: Commercial Aircraft Leasing Business

text: Avolon Holdings

text: CIT Group Inc.

text: CIT

text: commercial aircraft leasing business

text: Avolon Holdings Limited

text: CIT

text: CIT

text: CIT

text: CIT

text: commercial aircraft leasing business

text: CIT

text:
J.P. Morgan Securities
LLC

text: Wachtell, Lipton, Rosen & Katz

text: CIT

text: CIT

text: CIT

text: CIT

text: CIT

text: CIT

text: CIT

text: CIT

text: CIT

text: CIT

text: CIT

text: CIT

text: CIT


text:
EX-99
3
form8k091506ex99-1.htm
Exhibit 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE
September 18, 2006
CHINA DIRECT ACQUIRES CAPSTONE INDUSTRIES, INC.
COOPER CITY, FL: China Direct Trading Corp. (OTC BB:CHDT.OB - News) announced today that it has acquired Capstone Industries Inc. (wwwcapstoneindustries.com). The acquisition of Capstone furthers China Direct's current strategic plan to expand domestic distribution opportunities through strategic investment and acquisition. CHDT issued 234,399 shares of its Series B Preferred Stock (convertible into 15.625 million shares of CHDT Common Stock) and $750,000 in cash (from the CHDT credit line with certain members of management) to acquire 100% of Capstone's common stock.
Capstone Industries (Deerfield Beach, FL), established in 1997, is an innovator in growing book light and multi-task lighting categories, holding several product and design patents and trademarks, and is engaged in product/design development, manufacturing, and distribution nationwide. Existing retailer distribution agreements include, but are not limited to, mass market retailers (Wal-Mart), office-supply chains (Staples), book store chains (Barnes & Nobles), warehouse clubs (Costco), supermarket chains (Kroger), drug chains (Rite Aid), Department Stores (Dillards), and book clubs (Scholastic). For FY2005 (unaudited), Capstone had gross sales of $2.167 million, gross profit of $661,489 and net income of $92,535 after a one-time tax deferral adjustment of ($209,940). Pro forma financials for the acquisition will be filed as soon as practicable with the SEC.
Capstone's product development, domestic distribution, marketing expertise, overseas sourcing and product diversification is expected to positively contribute revenue growth in 2007. CHDT hopes that Capstone will bolster the non-power generator revenues of CHDT business lines and help diversify CHDT revenue sources. "We want to remain consistent with our strategic plan of dealing in products that can be distributed by existing channels, do not require extensive inventory and have a relatively short sales cycle", said Howard Ullman, Chief Executive Officer and President of CHDT. "Capstone complements our existing souvenir business by being mostly a direct sale to national or regional corporate customers", added Mr. Ullman.
About CHDT: CHDT is a public holding company acting, through its subsidiaries, as a distributor of commercial and residential standby power generators as a trading company focused on selling Chinese-made goods in North America, especially roofing tiles and promotional, souvenir and gift items.
FORWARD-LOOKING STATEMENTS: This press release, including the financial information that follows, contains "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and involve risks and uncertainties, which may cause results to differ materially from those set forth in the statements. The forward-looking statements may include statements regarding product
development, product potential or financial performance. The fact that CHDT seeks or consummates investments in or acquisitions of other companies does not mean that such transactions will favorably affect CHDT's business or financial conditions -- in general or as forecasted. In fact, investments and acquisitions could have an adverse impact on CHDT. No forward-looking statement can be guaranteed, and actual results may differ materially from those projected. CHDT undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise. Forward-looking statements in this press release and risks associated with any investment in CHDT, which is a "penny stock" company, should be evaluated together with the many uncertainties that affect CHDT's business, particularly those mentioned in the cautionary statements in
current and future CHDT's SEC Filings, which statements CHDT incorporates by reference herein.

text: CHINA DIRECT

text: CAPSTONE INDUSTRIES, INC.

text: China Direct Trading Corp.

text: Capstone Industries Inc.

text: Capstone

text: China Direct

text: Capstone

text: Capstone

text: Capstone

text: Capstone

text: Howard Ullman

text: Capstone