text:
EX-99.1
2
e609620_ex99-1.htm
Unassociated Document
Exhibit 99.1
News Announcement
For Immediate Release
DIGITAL CINEMA DESTINATIONS CORP. (DIGIPLEX)
COMPLETES ACQUISITION OF PA-BASED 54-SCREEN THEATRE CHAIN
WESTFIELD, New Jersey (April 23, 2012) - Digital Cinema Destinations Corp. (NASDAQ:DCIN), a fast-growing motion picture exhibitor dedicated to transforming movie theatres into digital entertainment centers, today announced the closing of its purchase of the Cinema Centers theatre circuit, with five locations throughout Pennsylvania.
Digiplex Chairman and CEO Bud Mayo stated, "In conjunction with our Company's recent Initial Public Offering (IPO) we are delighted to complete the first of what we hope will be many accretive acquisitions. This important purchase adds five newly renovated PA-based theatres and 54-screens to Digiplex's fast-growing footprint. Pursuant to our operating strategy, we are immediately commencing plans for installations of digital cinema projection systems throughout these auditoriums so we can bring a wide range of state-of-the-art digital entertainment to our new, valued patrons in Bloomsburg, Camp Hill, Reading, Selinsgrove, Williamsport and neighboring Pennsylvania communities".
About Digital Cinema Destinations Corporation
(www.digiplexdest.com)
Digital Cinema Destinations Corp. (NasdaqCM: DCIN) is dedicated to transforming its movie theaters into interactive entertainment centers. The Company provides consumers with uniquely satisfying experiences, combining state-of-the-art digital technology with engaging, dynamic content that far transcends traditional cinematic fare. The Company's customers enjoy live sports events, concerts, conferences, operas, videogames, auctions, fashion shows and, on an ongoing basis, the very best major motion pictures. Pro forma after the consummation of the initial public offering and the closing of the Company's acquisition of Cinema Centers, the Company will operate eight cinemas and 73 screens in PA, NJ and CT.
Disclosure Regarding Forward-Looking Statements
This press release and other written or oral statements made by or on behalf of Digital Cinema Destinations Corp. may contain forward-looking statements within the meaning of the federal securities laws. Statements that are not historical facts, including statements about our beliefs, expectations and future performance, are forward-looking statements. Forward-looking statements are only predictions and are not guarantees of performance. These statements are based on beliefs and assumptions of management, which in turn are based on currently available information. The forward-looking statements also involve risks and uncertainties, which could cause actual results to differ materially from those contained in any forward-looking statement. Many of these factors are beyond our ability to control or predict. Risk factors are disclosed in our Form S-1 under the caption "Risk Factors." We believe these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.
Contact:
Bud Mayo, Chairman/CEO
Robert Rinderman or Jennifer Neuman
Digital Cinema Destinations Corp.
Jaffoni & Collins Incorporated
908/396-1362 or bmayo@digiplexdest.com
212/835-8500 or DCIN@jcir.com
# # #

text: DIGITAL CINEMA DESTINATIONS CORP.

text: 54-SCREEN THEATRE CHAIN

text: Digital Cinema Destinations Corp.

text: Cinema Centers theatre circuit

text: Bud Mayo

text: Digital Cinema Destinations Corp.

text: Cinema Centers

text: Digital Cinema Destinations Corp.

text: Bud Mayo

text: Digital Cinema Destinations Corp.


dataset: buster

text:
EX-99.2
11
d276296dex992.htm
EX-99.2
EX-99.2
Exhibit 99.2
INSPIRATO, THE INNOVATIVE LUXURY TRAVEL SUBSCRIPTION BRAND,
CLOSES TRANSACTION TO BECOME PUBLICLY TRADED
- WILL BEGIN TRADING MONDAY, FEBRUARY 14 ON NASDAQ AS "ISPO" -
Denver, Colorado - February 11, 2022 - Inspirato LLC, the innovative luxury travel subscription brand, announced today that it has completed
its previously announced business combination (the "Business Combination") with Thayer Ventures Acquisition Corporation (Nasdaq: TVAC, TVACU, TVACW) ("Thayer Ventures").
The Business Combination was approved at a special meeting of Thayer Ventures' shareholders on February 8, 2022 and the combined company changed its
name to Inspirato Incorporated ("Inspirato" or the "Company"). Beginning on Monday, February 14, 2022, Inspirato's Class A common stock and warrants will trade on the Nasdaq Stock Market under the ticker symbols
"ISPO" and "ISPOW", respectively.
Inspirato is led by Brent Handler,
Co-Founder
and CEO, and
Brad Handler,
Co-Founder
and Executive Chairman. The Board of Directors will initially consist of Brent Handler, Brad Handler, Michael Armstrong, Eric Grosse, Ann Payne, and Scot Sellers.
"We are thrilled to begin the next chapter of growth for Inspirato as a public company", said Brent Handler,
Co-Founder
and CEO of Inspirato. "With this milestone accomplished, we are well positioned to accelerate our mission of revolutionizing luxury travel with our proprietary next-generation travel
subscription platform. None of this would have been possible without our loyal subscribers, investors, and employees, all of whom helped us grow into the
one-of-a-kind
luxury brand we are today. As a public company, we look forward to expanding our portfolio of luxury vacation options and introducing the benefits of Inspirato to more and more travelers
throughout the world".
"Inspirato continues to show all the hallmarks of a disruptive leader in the luxury travel space", said Chris
Hemmeter, former
Co-CEO
of Thayer Ventures Acquisition Corporation. "With its network-effect subscription business model, relentless focus on subscriber satisfaction, and growing supply-side momentum, it
is custom-designed to help travelers make the most of their valuable time in a post-pandemic world. We look forward to supporting Inspirato's future growth".
Advisors
UBS Securities LLC ("UBS") acted as
lead financial advisor and capital markets advisor to Inspirato, and
co-lead
placement agent for institutional investors to Thayer. Piper Sandler & Company also acted as financial advisor to
Inspirato. Cantor Fitzgerald & Co. Inc., Northland Securities Inc., and Oppenheimer & Co. Inc., also acted as capital market advisors to Inspirato.
1
Evercore Group L.L.C. ("Evercore") acted as lead financial advisor to Thayer and
co-lead
placement agent for institutional investors to Thayer. Stifel, Nicolaus & Company, Incorporated ("Stifel") acted as lead capital markets advisor to Thayer and placement agent for
institutional investors to Thayer.
Wilson Sonsini Goodrich & Rosati acted as legal advisor to Inspirato. Cooley acted as legal advisor to
Thayer. Simpson Thacher & Bartlett LLP acted as legal advisor to UBS, Evercore, and Stifel in their role as placement agents for institutional investors to Thayer.
About Inspirato, Inc.
Launched in 2011, Inspirato is the
innovative luxury travel subscription brand that provides affluent travelers access to a managed and controlled portfolio of hand-selected vacation options, delivered through a subscription model to ensure the service and certainty that affluent
customers demand. The Inspirato portfolio includes branded luxury vacation homes available exclusively to subscribers and guests, accommodations at five-star hotel and resort partners, and custom travel experiences. In 2019, Inspirato improved
travel by introducing Inspirato Pass, the world's first luxury travel subscription that includes all nightly rates, taxes, and fees. For more information, visit www.inspirato.com.
Forward-Looking Statements
This document may contain a
number of "forward-looking statements." Forward-looking statements include information concerning Inspirato's possible or assumed future results of operations, business strategies, debt levels, competitive position, industry
environment, potential growth opportunities and the effects of regulation, including whether this Business Combination will generate returns for shareholders. These forward-looking statements are based on Inspirato's management's current
expectations, estimates, projections and beliefs, as well as a number of assumptions concerning future events. When used in this press release, the words "estimates", "projected", "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 Inspirato's management's control, that
could cause actual results to differ materially from the results discussed in the forward-looking statements. These risks, uncertainties, assumptions and other important factors include, but are not limited to: (a) the risk of delays in
admitting Inspirato to trading on Nasdaq; (b) the ability to meet Nasdaq's listing standards; (c) costs related to listing on Nasdaq; (d) the ability to implement business plans, forecasts, and other expectations after the
Business Combination, and identify and realize additional opportunities; (e) the risk of downturns in the travel and hospitality industry, including residual effects of the
COVID-19
pandemic; (f) the
possibility that Inspirato may be adversely affected by other economic, business and/or competitive factors; (g) changes in applicable laws or regulations, including legal or regulatory developments (such as changes in local laws affecting
hotels, apartments and other accommodation and regulatory developments related to special purpose acquisition companies); (h) the possibility that
2
Inspirato may be adversely affected by other economic, business and/or competitive factors and (i) other risks and uncertainties identified in Thayer Ventures' registration statement on
Form
S-4
(File
No. 333-259570)
filed with the Securities and Exchange Commission (the "SEC"), which was declared effective on January 18, 2022, with
respect to Inspirato's securities issued in connection with the Business Combination, and in other documents filed or to be filed with the SEC by Inspirato and available at the SEC's website at www.sec.gov. The foregoing list of factors is
not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of the registration statement on Form
S-4
referenced
above and other documents previously filed by Thayer Ventures with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the
forward-looking statements. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made.
Except as required by law, Inspirato does not undertake any obligation to update or revise its forward-looking statements to reflect events or circumstances
after the date of this release.
Contacts
Media
Relations:
communications@inspirato.com
Investor
Relations:
ir@inspirato.com
3

label: organization

text: INSPIRATO

text: Inspirato LLC

text: Thayer Ventures Acquisition Corporation

override: organization

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Thayer Ventures Acquisition Corporation

text: Inspirato

text: UBS Securities LLC

text: Inspirato

text: Piper Sandler & Company also

text: Inspirato

text: Cantor Fitzgerald & Co. Inc.

text: Northland Securities Inc.

text: Oppenheimer & Co. Inc.

text: Inspirato

text: Evercore

text: Evercore

text: Stifel

text: Stifel

text: Wilson Sonsini Goodrich & Rosati

text: Inspirato

text: Cooley

text: Simpson Thacher & Bartlett LLP

text: Evercore

text: Stifel

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

text: Inspirato

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
5
ex99-1.htm
Exhibit
99.1
Real
Estate Acquisition Company Acquires Beverly Hills Real Estate Company including its Student Housing Assets.
BEVERLY
HILLS, CA--(Globe Newswire - June 5, 2018) - Hubilu Venture Corporation ("Hubilu" or the "Company")
(OTC PINK: HBUV), a publicly traded real estate consulting, asset management and business acquisition company, which specializes
in acquiring student housing income properties and development/business opportunities located near USC and Metro stations within
the Los Angeles area, announces that it has acquired Sunza Investments, LLC, a Beverly Hills real estate company including its
real property assets ("Sunza"). Sunza, which was owned by a related party, owns a student housing property at 3910
Walton Street, Los Angeles, which is two blocks from USC campus and the Vermont/Exposition Metro Station. This property fits perfectly
into the company's target market, being both in walking distance to the USC campus and two blocks from the Metro/subway
transportation system. The Company announced earlier this year that it is now accepting rent payment using cryptocurrency. Cryptocurrencies
being accepted are Bitcoin, Ethereum, Bitcoin Cash and Litecoin, and are processed on the Coinbase Blockchain.
A
photo accompanying this announcement is available at
David
Behrend, Chief Executive Officer, commenting on the newest acquisition, "The Company continues to see steady growth in 2018,
adding to our student housing portfolio by acquiring another "value add" housing property. We feel confident that our
investors will be pleased with our expansion efforts, as we continue to aggressively execute on our business plan to add assets
and cash flow".
About
Hubilu Venture Corporation: Based in Beverly Hills, California, Hubilu Venture Corporation, a real estate consulting, asset management
and acquisition corporation, is executing on its business plan, which besides consulting to real estate companies, is seeking
to acquire student housing real estate and business opportunities in the niche markets of the USC campus area and the expanding
urban transportation Metro stations facilitated by the development of the Los Angeles Metro/subway system. Hubilu, inspired by
Strategic Growth Through Smart Ventures
, which focuses on acquiring high path of growth real estate and business opportunities
that it believes are recession proof and have limited downside risk, while offering upside potential in equity appreciation and
cash flow.
Forward-Looking
Statements: This press release contains forward-looking statements within the meaning of Federal securities laws, concerning the
future performance of our business, its operations and its financial performance and condition and potential selected offerings
presented without the context of accompanying financial results. The comments of Mr. Behrend, statements regarding the potential
acquisition of property and the characteristics of its wholly owned property are examples of forward-looking statements. A number
of factors could cause Hubilu Venture Corporation's actual results, performance or achievement to differ materially from those
anticipated. Among those risks, trends and uncertainties are the general economic climate; the supply of and demand for real properties;
interest rate levels, the availability of financing; and other risks associated with the acquisition and ownership of properties,
including risks that the tenants will not pay rent, or the costs may be greater than anticipated. This executed purchase contract
is subject to various closing conditions, including but not limited to due diligence and satisfaction of audited results. These
forward-looking statements include, among others, statements with respect to 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 are under no obligation to (and expressly disclaim any such obligation to)
update or alter our forward-looking statements, whether as a result of new information, future events or otherwise. For further
information on factors that could impact Hubilu Venture Corporation, reference is made to filings with the Securities and Exchange
Commission.
Contact:
Tracy Black
310.420.9599
tracy@hubilu.com
www.hubilu.com
TW:
@hubiluventure
IG:
hubiluventure

text: Hubilu Venture Corporation

text: Sunza Investments, LLC

label: person

text:
David
Behrend

text: Hubilu Venture Corporation

text: Hubilu Venture Corporation

text: Hubilu Venture Corporation

text: Hubilu Venture Corporation


text:
EX-99
2
newrelease.htm
NEWS RELEASE REGARDING IPP SALE
News Release regarding IPP Sale
MDU
Resources Closes Sale of Domestic IPP Companies
BISMARCK,
N.D. -
July
10, 2007 -
MDU
Resources Group, Inc. (NYSE:MDU) announced today that it has closed the sale
of
its domestic independent power production business unit consisting of Centennial
Power, LLC and Colorado Energy Management, LLC to Bicent Power LLC, (fka Montana
Acquisition Company LLC).
Centennial
Energy Resources LLC, a subsidiary of MDU Resources Group, entered into the
purchase and sale agreement in April with Bicent Power, a new company formed
by
energy industry executive Paul Prager and Natural Gas Partners VIII, LP.
Centennial Energy is the parent company of Centennial Power and Colorado Energy
Management.
The
transaction is valued at $636 million, which includes the assumption of
approximately $36 million of project-related debt. Proceeds from the sale
will be used to fund MDU Resources' acquisition of Cascade Natural Gas
Corporation, which closed on July 2, and will provide additional cash to deploy
into growth opportunities that exist in its core lines of business. Information
related to the gain on the asset sale will be provided with MDU Resources'
second quarter earnings release on July 24.
Centennial
Power's generating assets include 603 megawatts of electric generating capacity
located in Montana, Colorado, California and Georgia. The assets are fully
contracted under mid- to long-term power purchase and sale agreements, and
include coal-fired, natural gas-fired and wind-powered generation. Colorado
Energy Management provides design, construction, operation and maintenance
services to energy providers.
MDU
Resources Group, Inc., a member of the S&P MidCap 400 index, provides
value-added natural resource products and related services that are essential
to
energy and transportation infrastructure. MDU Resources includes natural gas
and
oil production, natural gas pipelines and energy services, construction
materials and mining, construction services, and electric and natural gas
utilities. For more information about MDU Resources, see the company's Web site
at www.mdu.com or contact the Investor Relations Department at
investor@mduresources.com.
********
Contacts:
For
financial inquiries to MDU Resources, contact:
Vernon
A.
Raile, executive vice president, treasurer and chief financial officer, (701)
530-1003
Phyllis
A. Rittenbach, director of investor relations, (701) 530-1057
For
media
inquiries to MDU Resources, contact:
Rick
Matteson, director of communications and public relations, (701)
530-1700

text:
MDU
Resources

text:
MDU
Resources Group, Inc.

text:
Centennial
Power, LLC

text: Colorado Energy Management, LLC

text: Bicent Power LLC

text:
Centennial
Energy Resources LLC

text: MDU Resources

text: MDU Resources

text:
MDU
Resources Group, Inc.

text: MDU Resources

text: MDU Resources

text: MDU Resources

text:
Phyllis
A. Rittenbach

text: MDU Resources

text:
Rick
Matteson


text:
EX-99.1
3
v444241_ex99-1.htm
EXHIBIT 99.1
Exhibit
99.1
MediaMiser, an Innodata Company,
Acquires Agility to Deliver Enhanced Media Intelligence Solutions for the Global PR Industry
Acquisition of
Agility from PR Newswire gives MediaMiser a stronger footprint in the US and UK markets
NEW YORK - July 14, 2016 -
INNODATA INC. (NASDAQ: INOD)
today announced that its MediaMiser subsidiary (https://www.mediamiser.com) has purchased Agility
from PR Newswire. MediaMiser is a leading provider of media monitoring and analysis software and services. Agility is a leading
global media contact database and media monitoring platform that helps customers target key influencers, amplify content and measure
impact.
MediaMiser acquired Agility to foster growth
in North America and Europe by bolstering MediaMiser's media intelligence solutions and media databases, improving its media
outreach capabilities, and delivering stronger, more data-powered media intelligence to clients. With the acquisition of Agility,
MediaMiser is now one of only a handful of companies able to offer a global media contact dataset with
integrated workflows for distribution, monitoring and measurement.
Jack Abuhoff, Innodata's Chairman
and CEO, said, "We will be offering the best of MediaMiser and Agility services to our combined customer base. Our existing
MediaMiser customers will soon have access to Agility's truly global database of social media bloggers, influencers
and journalists, important for amplifying messaging in a world that increasingly knows no boundaries. Current Agility customers,
meanwhile, will gain access to MediaMiser's enterprise-level data insight tools and analysis services, which have contributed
to MediaMiser enjoying one of the highest client renewal and retention rates in the media intelligence industry.
"In addition, we will be expanding
and deepening the Agility database using Innodata's database augmentation technology and research teams - the same
technology and teams utilized by many of the world's leading information companies to build the world's best databases".
"The media monitoring industry is
experiencing rapid change amid ongoing digital media expansion. MediaMiser has been keen to capitalize on industry developments
with smart additions and expansions to our portfolio", said Chris Morrison, President of MediaMiser. "Agility is an
excellent product with an extensive global media contact database and a strong reputation in the marketplace. We're pleased
to bring Agility into MediaMiser's integrated offering".
The acquisition brings to MediaMiser more
than 1,500 Agility customers and approximately 50 employees in the US and the UK. Agility had approximately $5 million in revenues
in 2015.
For additional information see the Report
on Form 8-K to be filed by Innodata Inc. with the Securities and Exchange Commission with respect to the acquisition.
To schedule an interview with Jack Abuhoff,
CEO of Innodata or Chris Morrison, President of MediaMiser, please contact Vanessa Horwell at vhorwell@thinkinkpr.com in the UK
or Nikkia Griffin at ngriffin@thinkinkpr.com in the US. For more information, please visit www.mediamiser.com or www.agilitypr.com.
About
Innodata
Innodata
(NASDAQ: INOD)
is a global
digital services and solutions company. Innodata's technology and services power leading information products and online retail
destinations around the world. Innodata's solutions help prestigious enterprises harness the power of digital data to re-imagine
how they operate and drive performance. Innodata serves publishers, media and information companies, digital retailers, banks,
insurance companies, government agencies and many other industries.
Founded in 1988, Innodata comprises a team
of 5,000 diverse people in 8 countries who are dedicated to delivering services and solutions that help the world's businesses
make better decisions.
Recent Innodata honors include EContent
Magazine's EContent 100, KMWorld Magazine's 100 Companies That Matter in Knowledge Management, the International Association
of Outsourcing Professionals' (IAOP) Global Outsourcing Top 100, D&B India's Leading ITeS and BPO Companies and
the Black Book of Outsourcing's Top List of Leading Outsourcing Providers to the Printing and Publishing Business.
About
MediaMiser
MediaMiser (
https://www.mediamiser.com
)
is a leading provider of media monitoring and analysis software and managed services. Through innovative web-based and mobile
solutions, MediaMiser reduces the time and effort it takes to gather, analyze and distribute valuable business intelligence extracted
from traditional and social media sources. For organizations that prefer to outsource, MediaMiser provides detailed analysis reports
and daily media briefings through an expert professional services team.
Forward Looking Statement
This release contains forward-looking statements
that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The words "project,"
"head start", "believe", "expect", "should", "anticipate", "indicate,"
"point to", "forecast", "likely", "goals", "optimistic", "foster"
and other similar expressions generally identify forward-looking statements, which speak only as of their dates.
These forward-looking statements are based
largely on our current expectations and are subject to a number of risks and uncertainties, including without limitation, that
contracts may be terminated by clients; projected or committed volumes of work may not materialize; our Innodata Advanced Data
Solutions ("IADS") segment is a venture formed in 2011 with minimal revenue to date, that has incurred losses since
inception and has recorded impairment charges for all of its fixed assets; we currently intend to continue to invest in IADS; the
primarily at-will nature of contracts with our Content Services clients and the ability of these clients to reduce, delay or cancel
projects; continuing Content Services segment revenue concentration in a limited number of clients; continuing Content Services
segment reliance on project-based work; inability to replace projects that are completed, canceled or reduced; difficulty in integrating
and deriving synergies from acquisitions, joint venture and strategic investments; potential undiscovered liabilities of companies
that we may acquire; depressed market conditions; changes in external market factors; the ability and willingness of our clients
and prospective clients to execute business plans which give rise to requirements for our services; changes in our business or
growth strategy; the emergence of new or growing competitors; various other competitive and technological factors; and other risks
and uncertainties indicated from time to time in our filings with the Securities and Exchange Commission.
Our actual results could differ materially
from the results referred to in the forward-looking statements. In light of these risks and uncertainties, there can be no assurance
that the results referred to in the forward-looking statements will occur.
We undertake no obligation to update or
review any guidance or other forward-looking information, whether as a result of new information, future developments or otherwise.
Media
Contacts:
Vanessa
Horwell, ThinkInk
vhorwell@thinkinkpr.com
+44.203.372.4809
Nikkia
Griffin, ThinkInk
ngriffin@thinkinkpr.com
+1.305.749.5342
x239
Company
Contacts:
Jim
Donnelly
jim.donnelly@mediamiser.com
(613)
232-7797 x117
Raj
Jain
rjain@innodata.com
(201) 371-8024

text: MediaMiser

text: Agility

text: PR Industry

text: Agility

text: PR Newswire

text: MediaMiser

text: INNODATA INC.

text: MediaMiser

text: Agility

text: PR Newswire

text: MediaMiser

text: Agility

text: MediaMiser

text: Agility

text: MediaMiser

text: Agility

text: MediaMiser

text: Jack Abuhoff

text: MediaMiser

text: Agility

text: MediaMiser

text: Agility

text: Agility

text: MediaMiser

text: MediaMiser

text: Agility

text: MediaMiser

text: Chris Morrison

text: MediaMiser

text: Agility

text: Agility

text: MediaMiser

text: MediaMiser

text: Agility

text: Agility

text: Innodata Inc.

text: Jack Abuhoff

text: Chris Morrison

text: MediaMiser

text: MediaMiser

text: MediaMiser

text: MediaMiser

text: MediaMiser


text:
EX-99.2
3
exhibit2.htm
EX-99.2
EX-99.2
EXHIBIT 99.2
Immediate Release 8 July 2005
This announcement is not for release, publication or distribution in or into Canada, Australia or
Japan.
Recommended Cash Offer
by
KPMG Corporate Finance on behalf of the Offeror, a wholly owned indirect subsidiary of Anixter
International Inc. and (in the United States) by the Offeror
for
Infast Group plc
Offer declared unconditional in all respects
Further to the announcement on 6 July 2005 by Eagerport Limited (the "Offeror") that the Offer had
become unconditional as to acceptances, the Offeror announces that all of the remaining conditions
of the Offer have now either been satisfied or waived. Accordingly, the Offer has been declared
unconditional in all respects and will remain open for acceptance until further notice.
As stated in the Offer Document, it is the Offeror's intention to procure that Infast applies to
the UK Listing Authority for cancellation of the listing of the Infast Shares on the Official List
and to the London Stock Exchange for cancellation of trading of Infast Shares on the London Stock
Exchange's market for listed securities. It is anticipated that cancellation of Infast's listing
and admission to trading will take effect no earlier than 8 August 2005. De-listing is likely to
reduce significantly the liquidity and marketability of any Infast Shares in respect of which the
Offer has not been accepted.
Infast Shareholders who have not yet accepted the Offer, and who wish to do so, should accept the
Offer as soon as possible. The procedures for acceptance of the Offer are set out on pages 14 to 16
of the Offer Document and in respect of certificated holders only, in the Form of Acceptance.
Additional copies of the Offer Document and Form of Acceptance can be obtained from Capita
Registrars (telephone 0870 162 3121, or +44 (0) 208 639 2157 if telephoning from outside the UK).
Terms defined in the Offer Document dated 27 May 2005 have the same meaning in this announcement
save where the context requires otherwise.
Enquiries:
Anixter
Dennis Letham
Tel: +1 224 521 8601
KPMG Corporate Finance
Charles E Cattaneo
Tel: +44 (0) 121 232 3356
Buchanan Communications
Charles Ryland
Tel: +44 (0) 207 466 5000
James Strong
KPMG Corporate Finance, a division of KPMG LLP which is authorised and regulated by the Financial
Services Authority for investment business activities, is acting for Anixter and the Offeror as
financial adviser in relation to the Offer and is not acting for any other person in relation to
the Offer. KPMG Corporate Finance will not be responsible to anyone other than Anixter and the
Offeror for providing the protections afforded to its clients or for providing advice in relation
to the contents of this announcement or any transaction or arrangement referred to herein.
This announcement does not constitute an offer or invitation to purchase any securities or the
solicitation of an offer to buy any securities, pursuant to the Offer or otherwise. The Offer is
being made solely pursuant to the Offer Document and the Form of Acceptance accompanying the Offer
Document, which contain the full terms and conditions of the Offer, including details of how the
Offer may be accepted.
The Offer is not being made, directly or indirectly, in or into, or by use of the mails of, or by
any means or instrumentality (including, without limitation, facsimile transmission, electronic
mail, telex or telephone) of interstate or foreign commerce of, or any facilities of a national
securities exchange of Canada, Australia, Japan or any jurisdiction where to do so would violate
the laws in that jurisdiction and the Offer will not be capable of acceptance by any such use,
means, instrumentality or facility, directly or indirectly from or within Canada, Australia, Japan
or any such jurisdiction.
The Offer in the United States is being made solely by the Offeror, and neither KPMG LLP, KPMG
Corporate Finance, nor any of its respective affiliates, is making the Offer in the United States.
The members of the Anixter Offer Committee accept responsibility for the information contained in
this announcement. To the best of the knowledge and belief of the members of the Anixter Offer
Committee (who have taken all reasonable care to ensure that such is the case), the information
contained in this announcement for which they accept responsibility is in accordance with the facts
and does not omit anything likely to affect the import of such information.
The Offeror Directors, accept responsibility for the information contained in this announcement
relating to the Offeror, the Offeror Directors and their immediate families and persons connected
with them (within the meaning of section 346 of the Act). To the best of the knowledge and belief
of the Offeror Directors (who have taken all reasonable care to ensure that such is the case), the
information contained in this announcement for which they accept responsibility is in accordance
with the facts and does not omit anything likely to affect the import of such information.

text: KPMG Corporate Finance

text: KPMG Corporate Finance

text: KPMG Corporate Finance

text: KPMG Corporate Finance

text:
KPMG
Corporate Finance


text:
EX-99.1
2
navstar_8k-ex991.htm
EXHIBIT 99.1 - PRESS RELEASE
Exhibit 99.1
NAVSTAR MEDIA
FOR IMMEDIATE RELEASE
CONTACTS:
Stanley Wunderlich, CEO
Consulting for Strategic Growth I
Tel: 1-800-625-2236
Fax: 212-337-8089
info@cfsg1.com
Don B. Lee, CEO
Navstar Media Holdings, Inc.
Tel: 917-417-0538
Fax: 212-310-1682
Leedonb@aol.com
NAVSTAR ANNOUNCES
STRATEGIC ACQUISITION
Profitable Dong Fang
Adds to Chinese Media Portfolio
NEW YORK, December 23, 2005 -
Navstar Media Holdings, Inc. (NVMH.OB) ("Navstar")
announced that it has
entered a Master Agreement to assume operation control of and acquire a 70% interest in
the combined entity of Dong Fang Zheng Yi Film & TV Communication Co., Ltd. and
Beijing Dong Fang Zheng Yi Film Investment Consulting Co., Ltd. (Dong Fang). According to
the master Agreement entered into with the shareholders of Dong Fang on December 18, 2005,
Navstar will pay $800,000 in cash and issue 6.2 million shares of common stock to effect
the purchase. Navstar also agreed to infuse $1.6 million directly into the operations of
Dong Fang.
Dong
Fang, formed in 1998, has produced some of the most popular television mini-series in
China. Dong Fang's TV mini-series are carried across China by major national,
regional and local TV networks. According to audited financial statements, Dong Fang
earned a net income of $661,593 on sales of $2,943,901 for the fiscal year 2004. According
to unaudited figures provided by Dong Fang, for the first six months of 2005 the net
income reached approximately $719,305 earned on sales totaling $3,279,102. (The figures
for the first half of 2005 are subject to final audit and may vary in the final audited
report.)
Dong
Fang's close business relationship with government-owned CCTV and its high quality
content affords the airing of its programming throughout the nation on state-owned
television stations. The company's expansion plans include making its productions
available on the Internet for those unable to watch at the time of airing.
Navstar
CEO Don B. Lee said, " Dong Fang is a transformational addition to our portfolio of
media offerings in China. Their television production capabilities and distribution system
throughout the Chinese market puts them at the forefront of satisfying the explosive
growth in demand for media there. We look forward to the synergies that this acquisition
will engender. The acquisition of Dong Fang is part of our strategy to grow through both
internal growth and acquisitions. We will continue to pursue such growth strategy in the
future."
About Navstar Media
Holdings, Inc.
Navstar
Media Holdings, Inc. (NVMH.OB), headquartered in Beijing, recently became a publicly
traded U.S. company through a reverse merger. The Company intends to grow through internal
expansion and strategic acquisitions in the largest emerging media market in the world. In
addition to content production, licensing and distribution, Navstar is also engaged in
advertising, televised cultural events, corporate communications and exhibitions.
* * *
Certain statements in this press
release that are not historical facts are "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may
be identified by the use words such as "anticipate", "believe,"
"expect", "future", "may", "will,"
"would", "should", "plan", "projected,"
"intend", and similar expressions. Such forward-looking statements, involve
known and unknown risks, uncertainties and other factors that may cause the actual
results, performance or achievements to be materially different from those expressed or
implied by such forward-looking statements. All the unaudited numbers and data provided in
this press release are based on estimates according to the knowledge of the Company and
may be subject to changes that are beyond the control of the Company. The Company's
future operating results are dependent upon many factors, including but not limited to the
Company's ability to: (i) obtain sufficient capital or a strategic business
arrangement to fund its expansion plans; (ii) build the management and human resources and
infrastructure necessary to support the growth of its business; (iii) competitive factors
and developments beyond the Company's control; and (iv) other risk factors discussed
in the Company's periodic filings with the Securities and Exchange Commission, which
are available for review at
www.sec.gov
under "Search for Company
Filings."
Consulting
For Strategic Growth I, Ltd. ("CFSG") provides Navstar Media Holdings, Inc.
("Navstar") with consulting, business advisory, investor relations, public
relations and corporate development services. Independent of CFSG's receipt of cash
compensation from Navstar, CFSG may choose to purchase the company's common stock and
thereafter liquidate those securities at any time it deems appropriate to do so.

text: Stanley Wunderlich

text: Don B. Lee

text: Navstar Media Holdings, Inc.

text: NAVSTAR

text: Navstar Media Holdings, Inc.

text: Navstar

text: Navstar

text: Navstar

text: Navstar

text: Don B. Lee

text:
Navstar Media
Holdings, Inc.

text:
Navstar
Media Holdings, Inc.

text: Navstar

text: Navstar Media Holdings, Inc.

text: Navstar

text: Navstar


text:
EX-99.1
3
dex991.htm
PRESS RELEASE
Press Release
Exhibit 99.1
EDGEWATER ACQUIRES FULLSCOPE, INC.,
Microsoft
Dynamics Partner of the Year
Wakefield, MA, January 4, 2010 - Edgewater Technology, Inc. (NASDAQ: EDGW, "Edgewater" or the "Company"), a
technology management consulting firm specializing in providing specialty IT services, today announced that it has acquired Alabama-based Fullscope, Inc. ("Fullscope"), an award-winning Microsoft Dynamics consulting firm. The acquisition
was completed after the close of business on December 31, 2009. Fullscope's operating results will be combined with those of Edgewater's beginning on January 1, 2010 and the transaction is expected to be accretive to earnings per
share in 2010.
Known for providing discrete and process manufacturing Enterprise Resource Planning-related ("ERP")
consulting services in the upper mid-market, Fullscope has garnered several prestigious awards in the Microsoft Dynamics space:
.
2009 Microsoft Dynamics Manufacturing Partner of the Year
.
2009 Microsoft Dynamics Reseller of the Year Award for the United States
.
2008 Microsoft Partner of the Year for Microsoft Dynamics AX
.
2007 Microsoft Partner of the Year for Microsoft Dynamics AX
"Russell Smith, John Scandar and the entire Fullscope team are a great addition to the Edgewater family", commented Shirley
Singleton, Edgewater's Chairman, President and Chief Executive Officer. "Fullscope extends the reach of our strategic data and analytics offerings into the upper middle market. We see tremendous opportunity in this market segment from a
combination of updating and upgrading existing ERP platforms, many of which have been untouched since the 1999-2000 timeframe, and implementing the same Enterprise Performance Management ("EPM") capabilities we have been providing to the
Global 2000".
Fullscope provides technology consulting services and software as a National Systems Integrator with
Microsoft throughout the United States and Canada. Its solutions are targeted at improving operational efficiencies, increasing the speed and flexibility of manufacturing operations and providing real-time insight into production processes.
Fullscope has delivered its services to organizations across various vertical markets including Manufacturing, Consumer Packaged Goods and Life Sciences.
"We are excited about the opportunity to combine our resources and expertise with those of Edgewater", stated Russell Smith, Fullscope's President and Chief Executive Officer. "Our
Microsoft Dynamics AX platform and service offerings balance well within the other product-based software stacks currently being serviced by Edgewater. We look forward to capitalizing on our combined strengths to offer tremendous insight and value
to customers".
On June 25, 2009, Fullscope sold to Microsoft Corporation ("Microsoft") two
software product add-on modules to Microsoft Dynamics AX 2009 (the "Process Development Business Unit"). That transaction includes provisions for payments to be made by Microsoft to Fullscope through June 25, 2011 and for several
support-related statements of work to be performed by Fullscope and funded by Microsoft through various dates ending in August 2011 (collectively referred to as the "Process Development Business Unit Payments").
Excluding the Process Development Business Unit, Fullscope generated approximately $12.6 million in annualized service revenue and $9.1
million of software resale revenue in the most recent twelve-month period.
Under the terms of the merger agreement, Fullscope
shareholders will receive total upfront cash consideration of $12.5 million, subject to net working capital adjustments to be calculated post-closing. In addition, the transaction includes an earnout agreement under which positive net income, if
any, generated by Fullscope from the Process Development Business Unit Payments will be passed through and paid to the former Fullscope stockholders. It is anticipated that the Process Development Business Unit Payments will be in the range of $2.0
million to $2.5 million.
DecisionPoint International, a boutique technology investment bank, served as an advisor to
Edgewater on this transaction.
About Edgewater Technology, Inc.
Edgewater is an innovative technology management consulting firm. We provide a unique blend of specialty IT services by leveraging our proven
industry expertise in strategy, technology and enterprise performance management. Headquartered in Wakefield, MA, we typically go to market both vertically by industry and horizontally by product and technology specialty and provide our clients with
a wide range of business and technology offerings. To learn more, visit www.edgewater.com or call 800-410-4014.
Safe Harbor for
Forward-Looking and Cautionary Statements
This Press Release contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements made with respect to Fullscope's anticipated future revenue and profitability.
These forward-looking statements represent the company's present expectations or beliefs concerning future events. The company cautions that such statements are necessarily based on certain assumptions which are subject to risks and
uncertainties, including, but not limited to, changes in general economic and business conditions and changing competition which could cause actual future results to differ materially from those indicated herein. Further information on these risk
factors is included in the company's filings with the Securities and Exchange Commission.
Although we believe that the expectations in the forward-looking statements are reasonable,
we cannot guarantee future results, levels of activity, performance, growth, earnings per share or achievements. However, neither we nor any other person assumes responsibility for the accuracy and completeness of such statements. We are under no
duty to update any of the forward-looking statements after the date of this Press Release to conform such statements to actual results.
# # #

text: EDGEWATER

text: FULLSCOPE, INC.

text: Edgewater Technology, Inc.

text: Edgewater

text: Fullscope, Inc.

text: Fullscope

text: Fullscope

text: Edgewater

text: Fullscope

text: Fullscope

text: Edgewater

text: Edgewater

text: Fullscope

text: Fullscope

text: Fullscope

text: Edgewater

text: Fullscope

text: Edgewater

text: Fullscope

text: Microsoft Corporation

text: Fullscope

text: Fullscope

text: Fullscope

text: Fullscope

text: Fullscope

text: Fullscope

text: DecisionPoint International

text: Edgewater

text: Edgewater Technology, Inc.

text: Edgewater

text: Fullscope


text:
EX-99.1
7
ex99-1.htm
Exhibit
99.1
FAT
Brands Completes Acquisition of Global Franchise Group
7/22/2021
Transaction
increases FAT Brands' franchised restaurants to more than 2,000 units worldwide
LOS
ANGELES, CA, July 22, 2021 (GLOBE NEWSWIRE) -
FAT (Fresh. Authentic. Tasty.) Brands Inc.
(NASDAQ: FAT) ("FAT Brands"
or the "Company") today announced the completion of its acquisition of Global Franchise Group for $442.5 million from Serruya
Private Equity and Lion Capital. As a result of the acquisition, FAT Brands has gained five new restaurant concepts - Round Table
Pizza®, Great American Cookies®, Hot Dog on a Stick®, Marble Slab Creamery® and Pretzelmaker®. The transaction is
the largest acquisition by a restaurant franchisor to date in 2021, and was funded with cash and stock, including $350 million in cash
from newly issued notes and cash on hand, $67.5 million in Series B preferred stock and $25 million in common stock.
The
acquisition of Global Franchise Group marks an important milestone for FAT Brands, increasing the Company's portfolio from approximately
700 units to more than 2,000 units worldwide. Based on current projections and assumptions, including realization of expected synergies
and return to pre-COVID restaurant sales, the acquisition is expected to increase FAT Brands' annual EBITDA by approximately $40
million to $55-$60 million, and increase the Company's annual revenues from approximately $36 million to over $100 million. In
addition to adding five new restaurant concepts, the acquisition included a manufacturing facility in Atlanta, GA that supports various
Global Franchise Group brands and provides incremental revenue opportunities.
"This
acquisition is our largest deal yet, and further diversifies our iconic restaurant portfolio into new restaurant segments and categories.
As our acquisitions have grown from small chains to global restaurants, FAT Brands is poised to better position itself as a multi-concept
operator in the franchise restaurant business", said FAT Brands CEO Andy Wiederhorn. "Serruya Private Equity and Lion Capital
were excellent partners in bringing this transaction to completion. Serruya has been a longtime supporter of our vision and we are grateful
to be working with partners who share our enthusiasm for this diverse market".
FAT
Brands' other notable acquisitions include Johnny Rockets in 2020 and Elevation Burger in 2019. FAT Brands' acquisition strategy
has been a pillar of the Company's ethos since its launch in 2017 and remains a top priority for management throughout the rest
of the year and beyond.
For
more information on FAT Brands, visit
www.fatbrands.com
.
###
About
FAT (Fresh. Authentic. Tasty.) Brands
FAT
Brands (NASDAQ: FAT) is a leading global franchising company that strategically acquires, markets and develops fast casual and casual
dining restaurant concepts around the world. The Company currently owns nine restaurant brands: Fatburger, Johnny Rockets, Buffalo's
Cafe, Buffalo's Express, Hurricane Grill & Wings, Elevation Burger, Yalla Mediterranean and Ponderosa and Bonanza Steakhouses,
and franchises approximately 700 units worldwide. For more information, please visit
www.fatbrands.com
.
About
Global Franchise Group, LLC
Global
Franchise Group, LLC is a strategic brand management company with a mission of championing franchise brands and the people who build
them. The company builds great brands that connect people with craveable products and memorable experiences. GFG currently supports more
than 1,400 franchised and corporate stores in 16 countries across five quick service restaurant concepts: Round Table Pizza, Great American
Cookies, Hot Dog on a Stick, Marble Slab Creamery and Pretzelmaker. Global Franchise Group, LLC is an affiliate of Serruya Private Equity,
Inc. and Lion Capital LLP.
Forward
Looking Statements
This
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including
statements relating to the future financial performance and growth of FAT Brands following the acquisition of Global Franchise Group,
including estimates of annual EBITDA and annual revenues following the acquisition, and the Company's ability to conduct future
accretive and successful acquisitions. Forward-looking statements reflect the Company's expectations concerning the future and
are subject to significant business, economic and competitive risks, uncertainties and contingencies including, but not limited to, the
Company's ability to successfully integrate and exploit the synergies of the acquisition, the Company's ability to grow and
expand revenues and earnings following the acquisition, and uncertainties surrounding the severity, duration and effects of the COVID-19
pandemic. These risks, uncertainties and contingencies are difficult to predict and beyond our control, and could cause our actual results
to differ materially from those expressed or implied in such forward-looking statements. We refer you to the documents that we file from
time to time with the Securities and Exchange Commission, including our reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion
of these and other risks, uncertainties and contingencies. We undertake no obligation to update any forward-looking statement to reflect
events or circumstances occurring after the date of this press release.
About
Non-GAAP Projected Financial Measures
This
press release includes projections of future EBITDA, a financial measure that is not prepared in accordance with U.S. generally accepted
accounting principles ("GAAP"). EBITDA is defined as net income (loss), before interest expense, income tax expense (benefit),
depreciation and amortization expense. EBITDA is not a measurement of the Company's financial performance under GAAP, and should
not be considered in isolation or as an alternative to net income (loss) as a measure of financial performance, cash flows from operating
activities as a measure of liquidity, or any other performance measure derived in accordance with GAAP. The Company believes that EBITDA
is an important supplemental measure of its operating performance because it eliminates the impact of expenses that do not relate to
business performance. The Company also believes that this non-GAAP measure is useful to investors because it and similar measures are
frequently used by securities analysts, investors and other interested parties to evaluate companies in our industry and provide additional
information regarding growth rates on a more comparable basis than would be provided without such adjustments.
The
Company prepared the information included in this press release based upon available information and assumptions and estimates that it
believes are reasonable. The Company cannot assure you that its estimates and assumptions will prove to be accurate. Additionally, to
the extent that forward-looking non-GAAP financial measures are provided, they are presented on a non-GAAP basis without reconciliations
of such forward-looking non-GAAP financial measures due to the inherent difficulty in forecasting and quantifying certain amounts that
are necessary for such reconciliation.
MEDIA
C ONTACT:
Erin
Mandzik, JConnelly
emandzik@jconnelly.com
862-246-9911
INVESTOR
RELATIONS:
Lynne
Collier, ICR
IR-FATBrands@icrinc.com
646-430-2216
Source:
FAT Brands Inc.

text:
FAT
Brands

text: Global Franchise Group

text: FAT Brands

text: FAT

text: FAT

text: FAT Brands

text: Global Franchise Group

label: fund

text:
Serruya
Private Equity

override: fund

text: Lion Capital

text: FAT Brands

text: Global Franchise Group

text: FAT Brands

text: FAT Brands'

text: Global Franchise Group

text: FAT Brands

text: FAT Brands

text: Serruya Private Equity

text: Lion Capital

text:
FAT
Brands'

text: FAT Brands'

text: FAT Brands

text: FAT

text:
FAT
Brands

text: FAT

text: Global Franchise Group

text:
Global
Franchise Group

text: Global Franchise Group

text: Serruya Private Equity

text: Lion Capital

text: FAT Brands

text: Global Franchise Group

text: FAT Brands


text:
EX-99.1
2
form8k_exhb991-080814.htm
PRESS RELEASE
form8k_exhb991-080814.htm
Press Release
Contact:
First Federal of Northern Michigan Bancorp, Inc.
Michael W. Mahler
Chief Executive Officer
(989) 354-7319
FOR IMMEDIATE RELEASE
FIRST FEDERAL OF NORTHERN MICHIGAN BANCORP, INC. COMPLETES ITS MERGER WITH ALPENA BANKING CORPORATION
ALPENA, MICHIGAN, August 8, 2014 -- First Federal of Northern Michigan Bancorp, Inc. (NASDAQ: FFNM) ("First Federal Bancorp"), the parent company of First Federal of Northern Michigan ("First Federal"), today announced that it has completed its merger with Alpena Banking Corporation, the parent company of Bank of Alpena. Stockholders of Alpena Banking Corporation are entitled to receive 1.549 shares of First Federal Bancorp common stock for each share of Alpena Banking Corporation common stock that they owned as of the close of business on August 8, 2014 with cash paid in lieu of fractional shares. Alpena Banking Corporation stockholders will be receiving letters of transmittal from First Federal Bancorp's transfer agent providing instructions for how to exchange their stock certificates.
As the companies have previously disclosed, Bank of Alpena's office located at 468 Ripley Boulevard, Alpena, Michigan will re-open on August 11, 2014 as a branch of First Federal, and First Federal's office located at 300 South Ripley Boulevard will be closed.
Michael W. Mahler, Chief Executive Officer of First Federal Bancorp said, "We are excited to announce the completion of our merger with Alpena Banking Corporation. Bank of Alpena's staff has joined the First Federal family, and we welcome our new stockholders. Both of our banks and employees have operated with a strong commitment to high quality service, meeting customers' needs for financial solutions, and a strong commitment to the community. We look forward to offering our increased lending resources and additional products and services to our new customers".
Craig A. Kus, President and Chief Executive Officer of Bank of Alpena, who will serve as President and Chief Operating Officer of the combined company, added, "We are very pleased to have completed the merger of our two companies. We were very pleased with the cooperation and teamwork demonstrated throughout the transaction process. We are confident the integration process will be equally smooth, and that Bank of Alpena customers will enjoy a seamless transition".
About First Federal of Northern Michigan Bancorp, Inc.
First Federal of Northern Michigan Bancorp, Inc. is the holding company for First Federal of Northern Michigan. First Federal of Northern Michigan was chartered in 1957 and is a full-service, community-oriented savings bank that provides financial services to individuals, families and businesses from eight full-service facilities located in Alpena, Cheboygan, Emmet, Iosco, Otsego, Montmorency and Oscoda Counties, Michigan. For more information about First Federal of Northern Michigan, please visit
www.first-federal.com
.
Forward-Looking Statements:
This release may contain certain "forward looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, and may be identified by the use of such words as "may", "believe", "expect", "anticipate", "should", "plan", "estimate", "predict", "continue", and "potential" or the negative of these terms or other comparable terminology. Examples of forward-looking statements include, but are not limited to, estimates with respect to the financial condition, results of operations and business of First Federal of Northern Michigan Bancorp, Inc. Any or all of the forward-looking statements in this release and in any other public statements made by First Federal of Northern Michigan Bancorp, Inc. may turn out to be wrong. They can be affected by inaccurate assumptions First Federal of Northern Michigan Bancorp, Inc. might make or by known or unknown risks and uncertainties as described in our SEC filings, including, but not limited to, those related to general economic conditions, particularly in the market areas in which First Federal of Northern Michigan Bancorp, Inc. operates, competition among depository and other financial institutions, changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements, inflation and changes in the interest rate environment that reduce our margins or reduce the fair value of financial instruments, our ability to successfully integrate acquired entities, and adverse changes in the securities markets. Consequently, no forward-looking statement can be guaranteed. First Federal of Northern Michigan Bancorp, Inc. does not intend to update any of the forward-looking statements after the date of this release, or conform these statements to actual events.

text: Michael W. Mahler

text: ALPENA BANKING CORPORATION

text: Alpena Banking Corporation

text: Alpena Banking Corporation

text: Alpena Banking Corporation

text: Alpena Banking Corporation

text: Michael W. Mahler

text: Alpena Banking Corporation

text: Craig A. Kus


text:
EX-99
6
ex99-4.txt
EX. 99.4 - PRESS RELEASE
Exhibit 99.4
[SMITH & WOLLENSKY LOGO] Investor Contact: Allison Good
The Smith & Wollensky Restaurant Group
Phone: 212-838-2061 x2379
Email: agood@swrg.com
Smith & Wollensky Announces Board Authorization of Stock Purchase Program
New York, NY - May 24, 2005 -The Smith & Wollensky Restaurant Group, Inc.
(Nasdaq: SWRG) today announced that its Board of Directors authorized a stock
repurchase program under which up to one million shares of its common stock may
be acquired in the open market over the next 18 months at the discretion of
management.
The shares will be purchased from time to time at prevailing market prices
through open market or unsolicited negotiated transactions, depending on market
conditions. Under the program, the purchases will be funded from available
working capital, and the repurchased shares will be held in treasury or used for
ongoing stock issuances. There is no guarantee as to the exact number of shares
which will be repurchased by the Company, and the Company may discontinue
purchases at any time that management determines additional purchases are not
warranted. As of May 23, 2005, the Company had approximately 9.38 million shares
outstanding.
Chairman and CEO Alan Stillman remarked, "The Board's approval of this program
reflects our confidence in the Company's future. Repurchasing stock is one means
of underscoring our commitment to enhancing stockholder value".
About Smith & Wollensky Restaurant Group
The Smith & Wollensky Restaurant Group develops and operates high-end,
high-volume restaurants in major cities across the United States. The original
Smith & Wollensky, a traditional New York steakhouse, opened in 1977 and is
currently believed to be the largest-grossing a la carte restaurant in the
country. Since its inception, the company has grown to include 16 restaurants,
including Smith & Wollensky in New York, Miami Beach, Chicago, New Orleans, Las
Vegas, Washington, D.C., Philadelphia, Columbus, Dallas, Houston, and Boston.
SWRG also operates five other restaurants in New York, including Cite, Maloney &
Porcelli, Manhattan Ocean Club, Park Avenue Cafe, and The Post House.
Except for historical information contained herein, the statements made in this
press release regarding the Company's business, strategy and results of
operations are forward-looking statements which are based on management's
beliefs and information currently available to management. Readers are cautioned
not to put undue reliance on such forward-looking statements, which are subject
to a number of risks and uncertainties that could cause actual results to differ
materially from such statements. Factors that may cause such differences include
changes in economic conditions generally or in each of the markets in which the
Company is located, unanticipated changes in labor or food costs, changes in
consumer preferences, the level of competition in the high-end segment of the
restaurant industry and the success of the Company's growth strategy. For a more
detailed description of such factors, please see the Company's filings with the
Securities and Exchange Commission. The Company disclaims any intention or
obligation to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.

text: SMITH & WOLLENSKY

text: Smith & Wollensky

text: Smith & Wollensky

text: Smith & Wollensky


text:
EX-99.2
3
d400014dex992.htm
PRESS RELEASE
Press release
Exhibit 99.2
Ancestry.com Inc. Completes Acquisition of Archives.com
PROVO, Utah, August 17, 2012
- Ancestry.com Inc. (Nasdaq:ACOM) today announced the completion of its acquisition of Archives.com, a
leading family history website, for approximately $100 million in cash and assumed liabilities.
"Archives.com is a great addition to the
Ancestry.com family. It is a fast-growing business that has expanded the addressable family history market through a simple and affordable approach", said Tim Sullivan, President and Chief Executive Officer of Ancestry.com. "We are excited
to increase our ability to help more individuals discover their family history".
Archives.com was owned and operated by Inflection LLC,
a Silicon Valley-based technology company. Since Archives.com's launch in January 2010, the site has rapidly grown to more than 440,000 paying subscribers who pay approximately $39.95 a year. Archives.com offers access to over 2.2 billion
historical records, including birth records, obituaries, immigration and passenger lists, historical newspapers, as well as U.S. and U.K. Censuses.
Ancestry.com plans to operate Archives.com separately, retaining its brand and website. Many Inflection employees, including key marketing, product and engineering executives, will join the Ancestry.com
team.
About Ancestry.com
Ancestry.com Inc. (
ACOM
) is the world's largest online family history resource, with approximately 2 million paying subscribers. More
than 10 billion records have been added to the site in the past 15 years. Ancestry users have created more than 38 million
family trees
containing more than 4 billion profiles. In addition to its flagship site
www.ancestry.com
,
Ancestry.com offers several localized Web sites designed to empower people to discover, preserve and share their family history.
About
Archives.com
Archives.com is a leading family history website that makes discovering family history simple and affordable. Archives.com is
free to try for seven days, allowing anyone to explore the benefits of membership without risk or obligation. For more information and to start discovering your family history, please visit
http://www.archives.com/
.
Forward-looking Statements
This press
release contains forward-looking statements. These statements relate to future events or to future financial performance and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity,
performance, or achievements to be materially different from those anticipated in these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as "appears", "may,"
"designed", "expect", "intend", "focus", "seek", "anticipate", "believe", "estimate", "predict", "potential", "should,"
"continue" or "work" or the negative of these terms or other comparable terminology. These statements include statements concerning the expected benefits of the transaction, and the effects of the transaction on Ancestry.com, our
subscriber base or reach.
These forward-looking statements are based on information available to us as of the date of this press
release. Forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those anticipated by these forward-looking statements. Such risks and uncertainties include a variety of
factors, some of which are beyond our control. In particular, such risks and uncertainties include difficulties that may be encountered in integrating acquired businesses and retaining customers, and the additional difficulty of integration when
continuing the acquired operation; failure to achieve anticipated revenues and operating performance; changes in overall economic conditions; the loss of key employees; the adverse impact of competitors' actions; pricing and gross margin
pressures; inability to control costs and expenses; and significant litigation.
Information concerning additional factors that could cause
results to differ materially from those projected in the forward-looking statements is contained under the caption "Risk Factors" in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, and in discussions in other of
our SEC filings. These forward-looking statements should not be relied upon as representing our views as of any subsequent date and we assume no obligation to publicly update or revise these forward-looking statements for any reason, whether as a
result of new information, future events, or otherwise.
Contact:
Investors:
Media:
Aaron Felix
Heather Erickson
(801) 705-7942
(801) 705-7104
afelix@ancestry.com
herickson@ancestry.com

text: Ancestry.com Inc.

text: Archives.com

text: Ancestry.com Inc.

text: Archives.com

text: Archives.com

text: Tim Sullivan

text: Archives.com

text: Inflection LLC

text: Archives.com

text: Archives.com

text: Archives.com

text: Ancestry.com Inc.

text: Archives.com

text: Archives.com

text: Archives.com


text:
EX-99.1
3
exhibit991pressrelease.htm
EXHIBIT
exhibit991pressrelease
Exhibit 99.1
For Immediate Release:
VIGGLE ADDS MILLIONS OF DIGITAL REWARDS WITH ACQUISITION OF CHOOSE DIGITAL
Free music, TV shows, movies and audio books to be available through Viggle Store
NEW YORK - June 25, 2014 - Viggle Inc. (NASDAQ: VGGL), the mobile entertainment marketing and rewards platform, announced today that it has acquired Choose Digital, a digital marketplace platform that allows companies to incorporate digital content into existing rewards and loyalty programs in support of marketing and sales initiatives.
With the acquisition, the Choose Digital platform will power digital media rewards for the Viggle platform, including music, audio books, TV and movies, enabling Viggle members to get free entertainment content just for enjoying their favorite TV shows and music.
Choose Digital works with all of the major music labels and top independents, offering millions of songs, albums and box sets through its platform. More than 300,000 books from three of the top publishing houses are available through Choose Digital as well. Streaming for tens of thousands of TV programs and movies is expected to launch in the coming months.
The Viggle Store - a rewards destination where members can redeem their Viggle Points for music downloads - is already powered by Choose Digital, which also powers the digital media rewards capabilities for leading loyalty programs at businesses such as Marriott, SkyMall and United Airlines
Choose Digital was founded in 2011 and its management team brings a deep understanding of the loyalty industry, content industries and online retailing. Stephen Humphreys, Co-Founder and CEO is a veteran of the loyalty and affinity marketing space with over 17 years of global experience. Mario Cruz, Co-Founder and CTO, has over 17 years of experience in IT, with a focus on high-volume transaction programs in the loyalty and rewards market, and has been awarded a patent in the space.
"The Choose Digital team has some of the deepest experience in loyalty programs, promotional marketing, rewards and technology", said Greg Consiglio, COO of Viggle Inc. "With this acquisition, we can now develop end-to-end entertainment and loyalty rewards programs for our brand, TV network and music industry partners. We can identify the content our members watch or listen to and then issue relevant rewards though the Viggle Store. Our Viggle members benefit by redeeming their points for highly relevant digital content thought our patented entertainment rewards platform".
Choose Digital has built a unique and innovative "private label" digital marketplace that allows companies to incorporate digital content into their sales and marketing strategies. Its content, consisting of digital music, movies, TV shows, eBooks and audiobooks, is current, wide and sourced directly from global record
companies, major studios, and publishers. New categories including apps, games, and magazines are currently under development. The market positioning of Choose Digital is agnostic - it has no consumer-facing brand, or any direct relationship with consumers.
"With the combined power of Viggle and Choose Digital technologies, we look forward to becoming the premier solution for brands to deliver digital rewards", said Cruz, of Choose Digital.
Choose Digital joins Viggle Music and the Viggle Store as recent additions to the Viggle Platform, which includes Wetpaint, a leading entertainment destination for creating, curating and sharing the best entertainment content and NextGuide which helps TV networks reach and engage their audiences and the Viggle app which rewards its members for watching their favorite TV shows as well as discovering new music. In March 2014, Viggle Inc. achieved a total reach of 20.8 million.
About Viggle Inc. Viggle is an entertainment marketing and rewards platform whose app rewards its members for watching TV shows and discovering new music. The Viggle mobile app has over 4 million users. Since its launch, Viggler members have redeemed over $18 million in rewards for watching their favorite TV programs and listening to music. In addition, Viggle operates Wetpaint, which offers entertainment and celebrity news online. Viggle also operates Dijit Media, maker of technology that helps consumers search for, find, and set reminders for TV shows and movies. For more information, visit www.viggle.com or follow us on Twitter @Viggle.
About Choose Digital
Founded by pioneers in the loyalty and incentive industry, Choose Digital is the first company to bring digital media as a point redemption option to the worldwide loyalty and incentive market. Choose Digital has partnerships with leading media companies to offer digital content - movies, TV shows, music, eBooks and audiobooks - via its turnkey marketplace for loyalty, incentive and frequent flyer programs. Headquartered in Miami, Florida, Choose Digital is a venture-backed company.
This press release may contain 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, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements involve inherent risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. All information provided in this press release is as of June 25, 2014. Except as required by law, Viggle Inc. undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.
Media Contact for Viggle:
Paris Tyler
DKC Public Relations
212 981 5162
paris_tyler@dkcnews.com
Viggle Investor Relations
John C. Small
CFO, Viggle Inc.
646 738 3220
john@viggle.com
IRTH Communications
Robert Haag
Managing Partner
866-976-4784
VGGL@irthcommunications.com

text: VIGGLE

text: CHOOSE DIGITAL

text: Viggle

text: Viggle Inc.

text: Choose Digital

text: Choose Digital

text: Viggle

text: Viggle

text: Choose Digital

text: Choose Digital

text: Viggle

text: Viggle

text: Choose Digital

text: Choose Digital

text: Choose Digital

text: Greg Consiglio

text: Viggle Inc.

text: Viggle

text: Viggle

text: Choose Digital

text: Choose Digital

text: Viggle

text: Choose Digital

text: Choose Digital

text: Choose Digital

text: Viggle Music

text: Viggle

text: Viggle

text: Viggle

text: Viggle Inc.

text: Viggle Inc.

text: Viggle

text: Viggle

text: Viggle

text: Viggle

text: Choose Digital

text: Choose Digital

text: Choose Digital

text: Choose Digital

text: Viggle Inc.

text: Viggle

text: Viggle

text: John C. Small

text: Viggle Inc.

text: Robert Haag


text:
EX-99.1
2
v105609_ex99-1.htm
News
Release
NUCOR
ACQUIRES THE DAVID J. JOSEPH COMPANY
CHARLOTTE,
NORTH CAROLINA, March 3, 2008 - Nucor Corporation (NYSE: NUE) announced
that it has completed the acquisition of the stock of SHV North America
Corporation, which owns 100% of The David J. Joseph Company ("DJJ") and
related affiliates, for a purchase price of approximately $1.44 billion.
The David J. Joseph Company is now a wholly owned subsidiary of Nucor
Corporation and will maintain its headquarters in Cincinnati,
Ohio.
Nucor
expects the acquisition to be accretive in 2008.
"We
are pleased to announce the successful acquisition of one of the
leading
scrap companies in the United States", said Dan DiMicco, Nucor's Chairman,
CEO and President. "DJJ has been our partner for the last 38 years, and we
are excited to welcome them to the Nucor family".
The
David J. Joseph Company was founded in 1885 and has been the broker
of
ferrous scrap to Nucor since 1969. Currently the company has five
main
businesses - Brokerage Services, Scrap Processing, Mill and Industrial
Services, Rail Services, and Self Service Auto Parts. In 2007, the
company
brokered over 20 million tons of ferrous scrap and over 500 million
pounds
of non-ferrous materials. They will process over 3.5 million tons
of
ferrous scrap in 2008. DJJ also owns over 2,000 scrap-related railcars
and
provides complete fleet management and logistics services to third
parties.
Nucor
and affiliates are manufacturers of steel products, with operating
facilities primarily in the U.S. and Canada. Products produced include:
carbon and alloy steel - in bars, beams, sheet and plate; steel joists
and
joist girders; steel deck; fabricated concrete reinforcing steel;
cold
finished steel; steel fasteners; metal building systems; light gauge
steel
framing; steel grating and expanded metal; and wire and wire mesh.
Nucor
is North America's largest recycler.
Certain
statements contained in this news release are "forward-looking statements"
that involve risks and uncertainties. Factors that might cause the
Company's actual results to differ materially from those anticipated in
forward-looking statements include, but are not limited to: (1) the
sensitivity of the results of our operations to prevailing steel
prices
and the changes in the supply and cost of raw materials, including
scrap
steel; (2) market demand for steel products; (3) energy costs and
availability; (4) competitive pressure on sales and pricing, including
pressure from imports and substitute materials; and (5) capital
investments and their impact on our performance. These and other
factors
are outlined in Nucor's regulatory filings with the Securities and
Exchange Commission, including those in Nucor's December 31, 2007 Annual
Report on Form 10-K. The forward-looking statements contained in
this news
release speak only as of this date, and Nucor does not assume any
obligation to update them.
Nucor
Executive Offices: 1915 Rexford Road, Charlotte, North Carolina
28211
Phone
704-366-7000 Fax 704-362-4208
www.nucor.com

text: NUCOR

text: THE DAVID J. JOSEPH COMPANY

text: Nucor Corporation

text: The David J. Joseph Company

text: The David J. Joseph Company

text:
Nucor
Corporation

text: Nucor

text: Nucor

text: Nucor

text:
The
David J. Joseph Company

text: Nucor

text: Nucor

text: Nucor

text: Nucor

text: Nucor

text: Nucor

text: Nucor


text:
EX-99.1
2
islv_ex991.htm
PRESS RELEASE
islv_ex991.htm
Exhibit 99.1
INTERNATIONAL SILVER INC.(OTC QB: ISLV)
ACQUIRES ADDITIONAL CLAIMS ADJACENT TO PRINCE MINE
Tucson, Arizona. December 13, 2010 / International Silver Inc
. (OTCQB: ISLV)
is pleased to announce that it has acquired 35 additional mining claims comprising 690 acres through staking adjacent to the historic Prince Silver Mine in Lincoln County Nevada U.S.A. which the Company has under option for acquisition. The claims are divided into two blocks on trend with the CM mineralized bed which begins on the Prince Mine property in the Pioche Mining District of Lincoln County, Nevada. The first block comprises 330 acres which lies along the southern and southwestern projections of the silver lead-zinc replacements of the Prince Mine. The second block is comprised of 360 acres adjacent to the westward extension of the highly productive Caselton silver-lead-zinc-gold replacement channel also adjacent to the Prince Mine. Targets in this area consist of silver replacement mineralization along structural intersections primarily developed in the Combined Metals Limestone Unit of the Cambrian Pioche Shale. Previously mined replacements on the Caselton structural trend are known to have grades averaging 4.9 ounces of silver per ton, 4% lead, 12 % zinc and 0.04 ounces of gold per ton.
The Prince Silver Mine, held under option by International Silver Inc., is a former producer of silver, gold, lead, zinc and manganese sulfide and oxide ores. Past production from the mine which was last operated in 1951 amounts to 3.6 million ounces of silver, 68 million pounds of lead, 110 million pounds of zinc and 17 thousand ounces of gold from 1.2 million tons of ore. Past production was from both underground and surface operations which exploited bedded replacements of limestone units within the Cambrian stratigraphic section. Mineralization as presently exposed in the mine appears to be relatively uniform although displaced by faulting and is found to occur extensively in numerous horizons. The average grade mined from these replacements was 2.9 opt silver, 0.014 opt gold, 2.8 % lead, 4.5 % zinc and 8.5% manganese. An independent engineers report on the mine indicates that a geologic resource of at least 1.8 million tons of mineralization
with similar grade and continuity
is present within the previously
developed
mine area. Independent sampling by International Silver geologists has confirmed the reported grades of previously mined ore, however, a full exploration program is required to establish reserves that conform with SEC reporting requirements.
1
The Company objective is to confirm, by drilling, an open pit resource of approximately 15 million tons of near surface oxidized mineralization at similar grades and to confirm by metallurgical testing of the cores collected during drilling that the ore is free leaching with acid and amenable to solvent extraction and electro-winning of zinc (to produce special high grade cathode zinc) and manganese (EMD-electro-manganese dioxide). Silver and lead will become insoluble sulfates in the leaching process and will be treated as a high grade lead-silver-gold concentrate.
International Silver Inc. is a publicly traded exploration and mine development company whose properties are located in North America, principally in the United States and Mexico. It currently holds the Leviathan Mine in the Calico Mining District of San Bernardino, California which is comprised of 60 unpatented mining claims (1,242 acres) and hosts three previously worked silver deposits, the Silverado, the Leviathan and the Silver Bow mines.
International Silver also wholly owns a Mexican subsidiary which holds three adjacent mining properties, the El Cumbro, El Cusito and Canada del Oro properties in the Sierra Madre gold belt of southern Sonora State and the La Moneda precious metals property located near Puerto Libertad on the Gulf of Cortez, also in Sonora.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS AND RISKS
Some of the statements in this press release are forward-looking statements and are based on our current expectations, assumptions and estimates. Forward looking statements carry certain risks regarding an assumed set of economic conditions and courses of action, including: (a) whether International Silver, Inc. ("the Company") will be able to obtain sufficient financing to continue to meet its operational goals; (b) the Securities and Exchange Commission ("SEC") permits companies engaged in exploration or mining activities to file reports with the SEC to disclose only those mineral deposits that a company can economically and legally extract or produce and views such representations with a great amount of uncertainty; and (c) other risk factors and matters disclosed in the Company's SEC filings, including its Form 10-K for the period ending December 31, 2009 and its S-1 registration statement, both of which may be accessed at www.sec.gov. No information contained in this press release should be construed as a representation or indication, in any manner whatsoever, of the present or future value of the Company or its common stock. Readers of information contained in this press release should carefully review the Company's filings with the SEC that contain important information regarding the Company. The Company disclaims any responsibility to update forward looking statements made herein.
For more information contact:
Matthew J. Lang, Vice President Administration & Investor Relation
(520)889-2040 ext. 10
mlang@internationalsilverinc.com
2

text: INTERNATIONAL SILVER INC.

text:
International Silver Inc
.

text: International Silver Inc.

text: International Silver Inc.

text: Matthew J. Lang


text:
EX-99.2
4
e612936_ex99-2.htm
Unassociated Document
PRESS RELEASE
FINJAN HOLDINGS SELLS SUBSIDIARY
Converted Organics sale completed
NEW YORK
, December 8, 2014 -
Finjan Holdings
, Inc. (NASDAQ: FNJN), a technology company committed to enabling innovation through the licensing of its intellectual property (IP), today announced that it has sold its wholly-owned organic fertilizer subsidiary, Converted Organics of California, LLC to Converted Organics, LLC, a third-party entity, for $675,000 in cash.
With the sale of the subsidiary, Finjan Holdings' operations now relate exclusively to our web and network security technology line of business.
"This divestiture will advance Finjan's growth plan of acquiring quality, synergistic technology companies with complementary IP portfolios", remarked Phil Hartstein, President and CEO of Finjan Holdings. "With the recent completion of our first patent license as a public company for $8 million, on top of the $145 million already received on this portfolio, our focus is on developing a productive cadence to our licensing program with our current cybersecurity patent portfolio".
Recognized globally as a pioneer and leader in web and network security, Finjan's decades-long investment in innovation is captured in its patent portfolio, centered around software and hardware technologies capable of proactively detecting previously unknown and emerging threats on a real-time, behavior-based basis.
ABOUT FINJAN HOLDINGS
Through our subsidiary, Finjan, Inc., we own a portfolio of patents, related to software that proactively detects malicious code and thereby protects end users from identity and data theft, spyware, malware, phishing, trojans and other online threats. Finjan's mission is to invest in innovation and encourage the development of core intellectual property. Founded in 1997, Finjan developed and patented technology that is capable of detecting previously unknown and emerging threats on a real-time, behavior-based, basis, in contrast to signature-based methods of intercepting only known threats to computers, which were standard in the online security industry during the 1990's. For more information about Finjan, please visit
www.finjan.com.
Follow Finjan Holdings on
LinkedIn
or on
Twitter
@FinjanHoldings.
Cautionary Note Regarding Forward-Looking Statements
This press release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements include statements regarding our expectations, intentions, beliefs, and projections about our future results, performance, prospects, and opportunities. These statements can be identified by the fact that they do not relate strictly to historical or current facts or by the use of words such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "project", "potential", "should", "will", "will be", "would", the negative of these terms and similar expressions, but this is not an exclusive way of identifying such statements. Readers are cautioned that forward-looking statements are not guarantees of future performance. Our actual results, performance, and achievements may differ materially from those expressed in, or implied by, the forward-looking statements contained in this press release as a result of various risks, uncertainties and other factors. Important factors that could cause our actual results to differ materially from our expectations include, without limitation, our ability to execute our business plan, the outcome of pending or future enforcement actions, our ability to expand our technology portfolio, the enforceability of our patents, the continued use of our technology in the market, the development of a liquid trading market for our securities, regulatory developments, and other factors described under Item 1A, "Risk Factors", as set forth in the Company's Annual Report on form 10-K filed with the SEC on March 14, 2014, and any subsequent quarterly or current reports.
The Company will continue to file annual, quarterly, and current reports, proxy statements and other information with the SEC. Forward-looking statements speak only as of the dates specified in such filings or releases. Except as expressly required under federal securities laws and the rules and regulations of the Securities and Exchange Commission, we do not undertake any obligation to update any forward-looking statements to reflect events or circumstances arising after any such date, whether as a result of new information or future events or otherwise. You should not place undue reliance on the forward-looking statements included in this release or that may be made elsewhere from time to time by us, or on our behalf. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.
Investor Relations Contact:
Thomas Walsh
| Capital Markets Group LLC|
(212) 398-3486 | Thomas@CapMarketsGroup.com

text: FINJAN HOLDINGS

text: Converted Organics

text:
Finjan Holdings
, Inc.

text: Converted Organics of California, LLC

text: Converted Organics, LLC

text: Finjan Holdings

text: Phil Hartstein

text: Finjan Holdings

text: FINJAN HOLDINGS

text: Finjan Holdings


text:
EX-99.1
4
dex991.htm
PRESS RELEASE
Press Release
Exhibit 99.1
NANOGEN AND EPOCH BIOSCIENCES COMPLETE MERGER
SAN DIEGO, CA and BOTHELL, WA (December 17, 2004) - Nanogen, Inc. (Nasdaq: NGEN) and Epoch Biosciences, Inc. announced today that they
have completed their merger transaction, creating an advanced diagnostics company with the ability to address customer needs spanning the research, clinical reference laboratory and point-of-care markets. The molecular diagnostic products of the
combined company address customer needs ranging from single, real time tests to complex molecular tests performed on Nanogen's advanced microarray systems. The merger enlarges the company's existing product line with the addition of 25
real-time analyte specific reagent products and other technologies for genetic analysis from Epoch Biosciences.
The combined company is expected to enjoy the benefit of having strong operating synergies in sales and marketing due to the shared customers and common customer base.
The enlarged product portfolio will provide Nanogen's direct sales force with more solutions to meet customer needs and the ability to develop deeper customer relationships, permitting a better utilization of the company's existing
infrastructure. Additional benefits are expected through the elimination of duplicate general and administrative activities.
The merger follows Nanogen's acquisition of SynX in April, 2004. In each case, Nanogen is seeking to build its product line in order to differentiate itself as a
leading provider of both molecular and proteomic diagnostic products. The SynX acquisition offered Nanogen access to the point-of-care market with its pipeline of complementary products that are initially focused on cardiac related health
conditions. The Epoch merger enhances the molecular diagnostic product offerings and adds numerous large customers. The Epoch merger will result in an immediate increase in revenue for Nanogen. During the first nine months of 2004, Epoch had
revenues of approximately $6.3 million.
"The combination of Epoch and
Nanogen is a continuation of our strategy to build critical mass", said Howard Birndorf, chairman and chief executive officer of Nanogen. "This merger will allow us to better leverage our infrastructure, will offer immediate benefits to
our customer base and will immediately contribute to revenue growth".
William Gerber, president and chief executive officer of Epoch Biosciences stated, "The addition of Nanogen's direct sales force should accelerate the adoption of Epoch products by clinical and research laboratories, and the
combined organization's broad product line can better address the growing demands of the molecular diagnostics market".
Nanogen has a market capitalization of approximately $350 million at current market prices and is expected to have approximately $50 million in cash at the end of the
fourth quarter 2004. Approximately 13.6 million shares of Nanogen stock were issued to complete the merger, the lower end of the previously negotiated exchange ratio.
Seven Hills Partners LLC acted as the financial advisor to Nanogen in this transaction. Molecular Securities Inc. acted
as the financial advisor to Epoch Biosciences on this transaction.
About
Nanogen, Inc.
Nanogen's advanced diagnostics provide physicians and
patients worldwide with sophisticated information to predict, diagnose and treat disease. Research and clinical reference labs use the highly accurate and reliable NanoChip
®
Molecular Biology Workstation, NanoChip
®
Electronic Microarray and broad suite of analyte specific reagents to develop tests to detect infectious diseases, drug
toxicity and mutations associated with cancer, cardiovascular and genetic diseases. The next generation instrument system, the NanoChip
®
400, is expected to be available in 2005. Nanogen's subsidiary SynX offers a line of point-of-care diagnostic tests and is building expertise in
cardiac related health conditions. Nanogen's ten years of pioneering research involving nanotechnology may also have future applications in medical diagnostics, biowarfare and other industries. For additional information please visit
Nanogen's website at
www.nanogen.com
.
Forward-Looking Statement
This press release contains forward-looking statements that are subject
to risks and uncertainties that could cause actual results to differ materially from those set forth in the forward-looking statements, including whether the acquisition of Epoch Biosciences will achieve the synergies and other benefits anticipated,
whether patents owned or licensed by Nanogen will be developed into products, whether the patents owned by Nanogen offer any protection against competitors with competing technologies, whether products under development can be successfully developed
and commercialized, whether results reported by our customers or partners can be identically replicated, and other risks and uncertainties discussed under the caption "Factors That May Affect Results" and elsewhere in Nanogen's Form
10-K or Form 10-Q most recently filed with the Securities and Exchange Commission. These forward-looking statements speak only as of the date hereof. Nanogen disclaims any intent or obligation to update these forward-looking statements.
# # # #
Nanogen Contacts:
Robert Saltmarsh
Pam Lord, Atkins + Associates
VP Corporate Development
Media & Investor Relations
858-410-4600
858-527-3494
rsaltmarsh@nanogen.com
plord@irpr.com
Epoch Biosciences Contacts:
Bert W. Hogue, Epoch Biosciences
Jonathan Fassbert/Brian Korb
Chief Financial Officer
The Trout Group
425-482-5555
212-477-9007

text: NANOGEN

text: EPOCH BIOSCIENCES

text: Nanogen

text: Epoch Biosciences

text: Nanogen

text: Epoch Biosciences

text: Nanogen

text: Nanogen

text: Nanogen

text: Nanogen

text: Nanogen

text: Nanogen

text: Howard Birndorf

text: Nanogen

text: William Gerber

text: Epoch Biosciences

text: Nanogen

text: Nanogen

text: Nanogen

text: Seven Hills Partners LLC

text: Nanogen

text: Molecular Securities Inc.

text: Epoch Biosciences

text: Nanogen

text: Nanogen

text: Nanogen

text: Nanogen

text: Nanogen

text: Epoch Biosciences

text: Nanogen

text: Nanogen

text: Nanogen

text: Nanogen

text: Nanogen

text: Epoch Biosciences

text: Epoch Biosciences

text: Brian Korb