text:
EX-99.1
2
exhibit_99-1.htm
EXHIBIT 99.1
exhibit_99-1.htm
Exhibit 99.1
MAGICJACK ANNOUNCES AGREEMENT TO ACQUIRE PREMIER UCAAS PROVIDER
BROADSMART
·
Leading hosted UCaaS provider for medium-to-large enterprise customers
·
Highly profitable operations with 30%+ Operating and 35%+ EBITDA margins in 2015
·
Forecasting 20%+ year-over-year growth in sales in 2016
·
Purchase price of $40 million, consisting of $38 million in cash and $2 million of stock
·
Two founders to remain with the business as CEO and President, respectively
West Palm Beach, Fla. and Netanya, Israel, March 15, 2016
- magicJack VocalTec Ltd. (Nasdaq: CALL), a leading VoIP cloud-based communications company, today announced that it has entered into an agreement to acquire substantially all of the assets of North American Telecommunications Corporation d/b/a Broadsmart, a leading hosted UCaaS provider for medium-to-large multi-location enterprise customers. The purchase price for the acquisition is $40 million, consisting of $38 million in cash and $2 million in ordinary shares of magicJack. There is also a $2 million earnout tied to the achievement of 2016 revenues of $15.6 million. The acquisition is expected to close in the next 30 days.
Broadsmart has a track record of designing, provisioning and delivering complex Unified Communication as a Service (UCaaS) solutions to blue chip corporate customers on a nationwide basis. It has expertise in servicing enterprises with hundreds-to-thousands of locations. The business is highly profitable, having generated approximately $13 million in revenues and $4.6 million of EBITDA in 2015, an EBITDA margin of over 35% on an unaudited basis. For 2016, the Broadsmart business is forecasting over 20% year-over-year growth in sales.
The two founders of Broadsmart, Todd Correll and Tom Tharrington, will remain with the business as CEO and President, respectively, of Broadsmart Global, Inc., a newly formed wholly-owned subsidiary of magicJack Vocaltec, Ltd. At the time of the closing, the Broadsmart founders also will each receive 500,000 stock options, 50% of which will vest in even annual increments over the next three-year period if the founders remain employed with the company as of each respective vesting date, and 50% of which will vest over the next three-year period if the company achieves designated revenue and EBITDA targets. The options will be issued to the Broadsmart founders outside of the Company's 2013 Stock Incentive Plan as an inducement award in accordance with NASDAQ Stock Market Rule 5635(c)(4).
"We are pleased to be diversifying beyond our core business into UCaaS targeting high end SMB and enterprise customers", said Gerald Vento, President and CEO of magicJack VocalTec, Ltd. "Todd and Tom are exceptional entrepreneurs that have built a highly profitable and fast growing business. They have demonstrated that they know how to sell and service large enterprise customers with complex needs at thousands of locations in multiple geographies. We intend to fully support them in maximizing their promising pipeline for new business. We also look forward to exploring opportunities for Broadsmart to realize synergies by leveraging magicJack's proprietary low cost infrastructure".
"We are excited to be combining Broadsmart wih magicjackVocalTec", said Todd Correll, Broadsmart's CEO. "It will provide us greater resources to deliver additional managed services and solutions to our customers and channel partners. Tom and I look forward to providing the same high quality, high touch customer service that Broadsmart's customer base has come to expect from the company".
Oppenheimer & Co. Inc. provided certain financial advisory services to magicJack VocalTec Ltd. in connection with the transaction. Q Advisors, a leading global TMT investment banking boutique, acted as exclusive financial advisor to Broadsmart in connection with the transaction. Akerman LLP acted as legal counsel to magicJack. Kelley Drye & Warren LLP acted as legal counsel to Broadsmart. magicJack intends to file a Form 8-K with audited financial statements for Broadsmart for applicable periods within 75 days after the closing of the transaction.
Forward Looking Statements
This press release contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, contained in this press release, including statements about our planned acquisition of substantially all of the assets of Broadsmart, the timing of such acquisition, the forecast for Broadsmart's revenue and EBITDA performance in 2016, planned investments and support of the Broadsmart business, the role of the Broadsmart founders going forward and exploring opportunities for Broadsmart to realize synergies, are forward-looking statements. Many factors could cause our actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements. These factors include, among other things: the risk that a condition to the closing of the acquisition may not be satisfied, the time required to consummate the proposed acquisition, the risk that Broadsmart's assets will not be integrated successfully or that such integration may be more difficult, time-consuming or costly than expected, the risk that the expected increased revenues and EBITDA may not be fully realized or may take longer to realize than expected, disruption from the transaction making it more difficult to maintain relationships with customers, employees or suppliers, the focus of management on acquisition-related issues, the risk that opportunities for Broadsmart to realize synergies may not be fully realized or may take longer to realize than expected; changes to our business resulting from increased competition; changes in general economic, business, political and regulatory conditions; availability and costs associated with the Broadsmart business and with operating our network and our ability to control costs; potential liability resulting from pending or future litigation, or from changes in the laws, regulations or policies; the degree of legal protection afforded to the Broadsmart assets and our products; changes in the composition or restructuring of us or our subsidiaries; and the various other factors discussed in the "Risk Factors" section of our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission. Such factors, among others, could have a material adverse effect upon our business, results of operations and financial condition. We do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
2
About magicJack VocalTec Ltd.
magicJack VocalTec Ltd. (Nasdaq: CALL), the inventor of magicJack and a pioneer in Voice over IP (VoIP) technology and services, is a leading cloud communications company. With its easy-to-use, low cost solution for telecommunications, the Company has sold more than 11 million award-winning magicJack devices, now in its fifth generation, has millions of downloads of its free calling app, and holds more than 30 technology patents. magicJack is the largest-reaching CLEC (Competitive Local Exchange Carrier) in the United States in terms of area codes available and number of states in which it is certified.
Contact:
Seth Potter
Investor Relations
561-749-2255
ir@vocaltec.com
3

text: MAGICJACK

text: BROADSMART

text: magicJack VocalTec Ltd.

text: Broadsmart

text: magicJack

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Gerald Vento

text: Broadsmart

text: magicJack

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Oppenheimer & Co. Inc.

text: magicJack VocalTec Ltd.

text: Q Advisors

text: Broadsmart

text: Akerman LLP

text: magicJack

text: Kelley Drye & Warren LLP

text: Broadsmart

text: magicJack

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: Broadsmart

text: magicJack VocalTec Ltd.

text: magicJack VocalTec Ltd.

text: magicJack

text: magicJack

text: magicJack


dataset: buster

text:
EX-99.1
4
ex991inovpressreleaseabilit.htm
EXHIBIT 99.1
Exhibit
Exhibit 99.1
INOVALON COMPLETES PREVIOUSLY ANNOUNCED ACQUISITION OF
ABILITY NETWORK
Combination Creates a Vertically Integrated Leader in Cloud-Based Enablement of Data-
Driven, Value-Based Care
BOWIE, Md. - April 2, 2018 - Inovalon (Nasdaq: INOV), a leading technology company providing advanced, cloud-based platforms empowering a data-driven transformation from volume-based to value-based models across the healthcare ecosystem, announced today that it has completed its previously announced acquisition of ABILITY® Network (ABILITY) effective today, April 2, 2018. All customary closing conditions have been satisfied and regulatory approvals have been received.
Based in Minneapolis, ABILITY is a leading cloud-based provider of real-time connectivity and analytics, helping providers and payers simplify the complexities of healthcare at more than 44,000 acute, post-acute, and ambulatory provider sites. The combination of Inovalon and ABILITY creates the market's largest vertically integrated cloud-based platform empowering the achievement of real-time, value-based care from payers, pharmaceutical companies, device manufacturers, and diagnostic companies all the way to the patient's point of care.
Supplemental Information
For more information regarding Inovalon's acquisition of ABILITY, a presentation regarding the acquisition announced on March 7, 2018 is available on the Investors section of Inovalon's website located at http://investors.inovalon.com.
Acknowledgments
Foley Hoag LLP acted as acquisition counsel to Inovalon, Morrison & Foerster LLP acted as financing counsel to Inovalon, Morgan Stanley & Co. LLC acted as financial advisor to Inovalon and provided a transaction fairness opinion, and Morgan Stanley Senior Funding, Inc. served as lead underwriter of the financing to Inovalon. Additional underwriters of the financing were Citibank, N.A., Goldman Sachs Bank USA, and JPMorgan Chase Bank, N.A. J.P. Morgan Securities LLC acted as financial advisor to ABILITY, and Ropes & Gray LLP and Nixon Peabody LLP acted as legal counsel to ABILITY.
About Inovalon
Inovalon is a leading technology company providing cloud-based platforms empowering a data-driven transformation from volume-based to value-based models throughout the healthcare industry. Through the Inovalon ONE™ Platform, Inovalon brings to the marketplace a national-scale capability to interconnect with the healthcare ecosystem, aggregate and analyze data in petabyte volumes to arrive at sophisticated insights in real-time, drive impact wherever it is analytically identified best to intervene, and intuitively visualize data and information to inform business strategy and execution. Leveraging its platform,
unparalleled proprietary data sets, and industry-leading subject matter expertise, Inovalon enables the assessment and improvement of clinical and quality outcomes and financial performance across the healthcare ecosystem. From health plans and provider organizations, to pharmaceutical, medical device, and diagnostics companies, Inovalon's unique achievement of value is delivered through the effective progression of "Turning Data into Insight, and Insight into Action®." Providing technology that supports a client base approaching 500 healthcare organizations, Inovalon's platforms are informed by data pertaining to more than 932,000 physicians, 455,000 clinical facilities, and 240 million Americans. For more information, visit www.inovalon.com.
Contacts:
Kim E. Collins
Phone: 301-809-4000 x1473
kcollins@inovalon.com
George Price (Investors)
Phone: 301-809-4000 x1190
gprice@inovalon.com

label: organization

text: INOVALON

text: ABILITY NETWORK

text: Inovalon

text: ABILITY® Network

text: Inovalon

text: Inovalon

text: Inovalon

text: Foley Hoag LLP

text: Inovalon

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text: Inovalon

text: Morgan Stanley & Co. LLC

text: Inovalon

text: Morgan Stanley Senior Funding, Inc.

text: Inovalon

text: Citibank, N.A

text: Goldman Sachs Bank USA

text: JPMorgan Chase Bank

text: N.A. J.P. Morgan Securities LLC

text: Ropes & Gray LLP

text: Nixon Peabody LLP

text: Inovalon

text: Inovalon

text: Inovalon

text: Inovalon

text: Inovalon

text: Inovalon

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source_dataset: expertai/BUSTER

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


text:
EX-99.1
2
a05-14870_1ex99d1.htm
EX-99.1
Exhibit 99.1
Press Release
Source: DynTek, Inc.
DynTek
Obtains New Working Capital Facility
Wednesday August 10, 7:14 am ET
New
Facility Provides Greater Credit Availability, Improved Terms and Lower Cost
IRVINE,
Calif., Aug. 10 /PRNewswire-FirstCall/ - DynTek, Inc. (OTC Bulletin
Board:
DYTK
-
News
), a leading provider of professional
technology services, announced today that the company has obtained a new
working capital credit facility from Global Technology Finance ("GTF"), a
provider of structured financing solutions to technology companies that
operates in partnership with Credit Suisse First Boston ("CSFB"), CIT Group, Inc.
("CIT"), and others.
The
new credit facility is comprised of two primary components. Under the first,
New England Technology Finance ("NETF"), a GTF affiliate, will finance certain
qualified product purchases by DynTek after the date of the agreement, while
simultaneously assuming liability for payment to product vendors. DynTek will
pay NETF at the time it receives payment from its customers. Finance fees will
vary depending on DynTek's gross profit margin and days sales outstanding, but
are expected to be less than the fees charged under the company's prior
financing arrangement.
Under
the second component, NETF purchased $7.5 million of DynTek's other qualified
accounts receivable (services and products). Proceeds were used to pay off the
$4.8 million balance of the company's $7.0 million credit line with Systran
Financial Services Corporation, and for general corporate purposes. In addition
to the accounts receivable purchased on August 8, 2005, NETF may purchase
up to 80% of DynTek's additional qualified accounts receivable in the future on
the same terms. As of July 31, 2005, DynTek had approximately $16.5
million in accounts receivable.
"We've
previously announced some of the cost reduction and structural change elements
of our four-part Profitability Plan", stated Casper Zublin, Jr., DynTek's
chief executive officer. "As part of that plan, we are also focusing on activities,
such as entering this arrangement with GTF, which we believe will improve our
balance sheet and help provide the necessary capital for profitable growth".
"We
believe that this new facility will provide access to a larger pool of capital,
improved terms and more flexibility", said Robert Webber, DynTek's president
and chief financial officer. "This facility effectively removes product
purchasing credit line limits, enabling DynTek to place larger product orders,
and to strengthen ties with our customers, partners and distributors".
"DynTek's
solid customer base and growing sales pipeline makes the company an excellent
candidate for our program", said Paul Stemler, president of Global Technology
Finance, LLC. "Our structured capital funding solutions are designed to assist
clients such as DynTek to grow profitability, while maintaining their
independence and customer control. Leveraging the strength of our partnerships
with leading financial institutions, we look forward to helping DynTek overcome
some current capital constraints and to assisting the company grow its
business."
"The
GTF solution meets one of our critical needs", continued Webber. "As our
business grows, we are challenged - as are many companies in our industry - by
the cash timing dilemma of paying for product purchases before we collect
customer payments. We believe that by matching the time of payment to the time
of collection, the GTF program will help us improve cash flow, and remove a
possible constraint on future growth in product sales".
About
Global Technology Finance, LLC
Global
Technology Finance, LLC ("GTF") provides structured capital funding solutions
to technology solution providers and others in partnership with Credit Suisse
First Boston, CIT, Textron Financial Services, IBM Credit Corporation and
Churchill Technology Finance, LLC.
GTF
was founded in 1998. Since inception, GTF has provided capital or capital
commitments in excess of $3 billion in support of various solution providers
and others. By design, GTF provides one hundred percent of the working capital
needs of a solution provider and others without requiring complicated financial
covenants. For more information, please visit www.4gtf.com.
About
DynTek
DynTek
is a leading provider of professional technology services to mid-market
customers, such as state and local governments, educational institutions and
commercial entities in the largest IT markets nationwide. The company offers
technology practices in IT security, advanced network infrastructure, voice over
internet protocol ("VOIP"), and access infrastructure. DynTek's
multi-disciplinary approach allows our clients to turn to a single source for
their most critical technology requirements. For more information, visit
www.dyntek.com.
Forward-Looking
Statements
This
press release contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended, which are intended to be
covered by the safe harbors created thereby. Investors are cautioned that
certain statements in this release are "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995 and involve
known and unknown risks, uncertainties and other factors. Such uncertainties
and risks include, among others, success in reaching target markets for
services and products in a highly competitive market and the ability to
maintain existing and attract future customers, the ability to finance and sustain
operations, including the ability to comply with the terms of its working
capital facilities and/or other term indebtedness of the Company, and to extend
such obligations when they become due, or to replace them with alternative
financing, the ability to raise equity capital in the future, despite
historical losses from operations, the ability to fulfill the Company's
obligations to third parties, the size and timing of additional significant
orders and their fulfillment, the ability to turn contract backlog into revenue
and net income, the continuing desire of state and local governments to
outsource to private contractors, the ability to successfully integrate recent
acquisitions, the ability to continue to implement an acquisition growth
strategy, the ability to achieve financial targets, the retention of certain
key managers, the performance of successful government and commercial
technology services, the continuation of general economic and business
conditions that are conducive to governmental outsourcing of service
performance, the ability to procure products as necessary, the ability to
maintain its securities on the NASD OTC Bulletin Board or other markets in the
future, and such other risks and uncertainties included in our Annual Report on
Form 10-K filed on September 29, 2004, our Quarterly Reports on
Form 10-Q filed on November 15, 2004, February 14, 2005,
and May 16, 2005, and other SEC filings. The Company has no obligation to
publicly release the results of any revisions, which may be made to any
forward-looking statements to reflect anticipated or unanticipated events or
circumstances occurring after the date of such statements.

text: DynTek, Inc.

text: DynTek

text: DynTek, Inc.

text: Global Technology Finance

text: NETF

text: DynTek

text: DynTek

text: NETF

text: DynTek

text: NETF

text: DynTek

text: NETF

text: DynTek

text: DynTek

text: DynTek

text: DynTek

text: DynTek

text: DynTek

label: person

text: Paul Stemler

text:
Global Technology
Finance

text: DynTek

text: DynTek

text: Global Technology Finance

text:
Global
Technology Finance

text: DynTek

text: DynTek

text: DynTek


text:
EX-99.1
2
v126721_ex99-1.txt
Columbia Bancorp Announces Credit Card Joint Marketing Alliance
THE DALLES, Ore., Sept. 18 /PRNewswire-FirstCall/ -- Columbia Bancorp
(Nasdaq: CBBO) today announced its subsidiary, Columbia River Bank, has entered
into a definitive agreement with Elan Financial Services ("Elan"), to sell its
credit card portfolio, with a current outstanding balance of approximately $7.0
million, to Elan.
Under the terms of its agreement with Elan Columbia River Bank will
continue to sell and support credit card products and services and the credit
cards will continue to be issued under Columbia River Bank's name. The sale
component of the transaction is expected to result in a 2008 pre-tax gain of
approximately $770,000. The actual gain will depend on several factors,
including the balance of the portfolio on the sale date.
Roger L. Christensen, Chief Executive Officer of Columbia River Bank,
described the agreement saying, "This arrangement will create value for our
customers and our shareholders. For investors, it is expected that the
transaction will be accretive to earnings not only in the first year, but also
in the future, with significant additional revenue being generated by our joint
marketing initiatives. For customers, this partnership will provide them with
more personally tailored card features and benefits. They will continue to
receive the high-touch personal service they have come to expect from their
relationships with our employees".
Under the agreement, Columbia River Bank will be able to expand its
overall credit card customer base by offering a more competitive product line to
both existing and new markets. The enhanced product menu will include both a
cash-back rewards program and cards specifically designed for the bank's
business clients. The agreement also includes strong marketing support from
Elan.
Additional information on Columbia Bancorp is available on the Internet at
http://www.columbiariverbank.com.
ABOUT COLUMBIA BANCORP
Columbia Bancorp (http://www.columbiabancorp.comis the financial holding
company for Columbia River Bank, which operates 22 branches located in The
Dalles (2), Hood River, Bend (3), Madras, Redmond (2), Pendleton, Hermiston,
McMinnville, Lake Oswego, Canby, and Newberg, Oregon, and in Goldendale, White
Salmon, Sunnyside, Vancouver, Yakima, Pasco and Richland, Washington. To
supplement its community banking services, Columbia River Bank also provides
brokerage services through CRB Financial Services Team.
FORWARD LOOKING STATEMENTS
This press release contains various forward-looking statements about plans
and anticipated results of operations and financial condition relating to
Columbia Bancorp. These statements include statements about management's present
plans and intentions about our strategy, growth, and deployment of resources,
and about management's expectations for future financial performance. Readers
can sometimes identify forward-looking statements by the use of prospective
language and context, including words like "may", "will", "should", "expect",
"anticipate", "estimate", "continue", "plans", "intends", or other similar
terminology. Because forward-looking statements are, in part, an attempt to
project future events and explain management's current plans, they are subject
to various risks and uncertainties which could cause our actions and our
financial and operational results to differ materially from those set forth in
such statements. These risks and uncertainties include, without limitation, our
ability to estimate accurately the collectibility of our loans, economic and
other factors which affect the collectibility of our loans, the impact of
banking laws and regulations, competition, and fluctuations in market interest
rates on Columbia's revenues and margins, management's ability to generate
growth from core operations in the face of the announced staffing reductions,
and other risks and uncertainties that we have in the past, or that we may from
time to time in the future, detail in our filings with the Securities and
Exchange Commission ("SEC"). Information presented in this release is accurate
as of the date on which the release was issued, and we cannot undertake to
update our forward-looking statements or the factors that may cause us to
deviate from them, except as required by law.
SOURCE Columbia Bancorp
CONTACT: Roger L. Christensen, President and CEO, +1-541-298-6633,
rchristensen@columbiabancorp.com, or Greg B. Spear, Vice Chair and CFO,
+1-541-298-6612, gspear@columbiabancorp.com, both of Columbia Bancorp
Web site: http://www.columbiabancorp.com
http://www.columbiariverbank.com /

text: Columbia Bancorp

text: Columbia Bancorp

text: Columbia River Bank

text: Elan Financial Services

text: Elan

text: Elan

text: Elan

text: Columbia River Bank

text: Columbia River Bank

text: Roger L. Christensen

text: Columbia River Bank

text: Columbia River Bank

text: Elan

text: Columbia Bancorp

text: COLUMBIA BANCORP

text: Columbia Bancorp

text: Columbia River Bank

text: Columbia River Bank

text: Columbia Bancorp

text: Columbia Bancorp

text: Roger L. Christensen

text: Columbia Bancorp


text:
EX-99
3
ex99z2.htm
Microsoft Word - SXI_Cooking Business_Press Release_vF
News Release
STANDEX INTERNATIONAL CORPORATION
l
SALEM, NH 03079
l
TEL (603) 893-9701
l
FAX (603) 893-7324
l
WEB www.standex.com
Contact:
Thomas DeByle, CFO (603) 893-9701
e-mail: InvestorRelations@Standex.com
S
TANDEX
C
L
O
S
ES
SA
L
E
OF COOKING
S
O
LU
TIONS
G
ROUP
SALEM, NH
-
April 1, 2019
Standex International Corporation
(NYSE:SXI)
today announced that it has closed the previously disclosed sale of its Cooking Solutions Group (CSG) to The Middleby Corporation.
Commenting on the sale, President & CEO David Dunbar stated,
"
We are pleased to have successfully divested the Cooking Solutions Group in line with our expected timing and valuation. I would like to wish our former CSG colleagues much success as they start a new chapter for the business.
"
Baird served as investment banking advisor to Standex on the transaction.
About Middleby
The Middleby Corporation is a global leader in the foodservice equipment industry. The company develops, manufactures, markets and services a broad line of equipment used in the commercial foodservice, food processing, and residential kitchen equipment industries. For additional information, visit Middleby
'
s website at www.middleby.com.
About Standex
Standex International Corporation is a global, multi-industry manufacturer in five broad business segments: Food Service Equipment, Engraving, Engineering Technologies, Electronics, and Hydraulics. For additional information, visit Standex's website at www.standex.com.
Safe Harbor Language
Statements in this news release include, or may be based upon, management's current expectations, estimates and/or projections about Standex's markets and industries. These statements are forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Actual results may materially differ from those indicated by such forward-looking statements as a result of certain risks, uncertainties and assumptions that are difficult to predict. Among the factors that could cause actual results to differ are the impact of implementation of government regulations and programs affecting our businesses, unforeseen legal judgments, fines or settlements, uncertainty in conditions in the financial and banking markets, general domestic and international economy including more specifically economic conditions in the oil and gas market, the impact of foreign exchange, increases in raw material costs, the ability to substitute less expensive alternative raw materials, the heavy construction vehicle market, the ability to continue to successfully implement productivity improvements, increase market share, access new markets, introduce new products, enhance our presence in strategic channels, the successful expansion and automation of manufacturing capabilities and diversification efforts in emerging markets, the ability to continue to achieve cost savings through lean manufacturing, cost reduction activities, and low cost sourcing, effective completion of plant consolidations, successful completion and integration of acquisitions and the other factors discussed in the Annual Report of Standex on Form 10-K for the fiscal year ending June 30, 2018, which is on file with the Securities and Exchange Commission, and any subsequent periodic reports filed by the Company with the Securities and Exchange Commission. In addition, any forward-looking statements represent management's estimates only as of the day made and should not be relied upon as representing management's estimates as of any subsequent date. While the Company may elect to update forward-looking statements at some point in the future, the Company and management specifically disclaim any obligation to do so, even if management's estimates change.

text: STANDEX INTERNATIONAL CORPORATION

text:
S
TANDEX

text:
COOKING
S
O
LU
TIONS
G
ROUP

text: Standex International Corporation

text: Cooking Solutions Group

text: The Middleby Corporation

text: Cooking Solutions Group

text: Baird

text: The Middleby Corporation

text: Standex International Corporation


text:
EX-99.1
3
lmrk-ex991_64.htm
EX-99.1
lmrk-ex991_64.htm
Exhibit 99.1
Landmark Infrastructure Partners LP and Brookfield Asset Management Form Joint Venture to Invest in Core Infrastructure Assets
El Segundo, California, September 24, 2018 (GLOBE NEWSWIRE) - Landmark Infrastructure Partners LP (the "Partnership" or "Landmark") (NASDAQ: LMRK) today announced it has entered into an agreement pursuant to which an affiliate of Brookfield Asset Management Inc. ("Brookfield") has made a strategic investment with Landmark to form a joint venture (the "JV") to invest in core infrastructure assets.
In the transaction, Landmark contributed a portfolio of assets, including the associated debt, in exchange for an approximate 50 percent interest in the JV and $65.5 million in cash. Landmark plans to use the proceeds from this transaction to reduce its leverage levels and reinvest in assets in its primary industries through its various acquisition and development activities.
"We are thrilled to announce our partnership with Brookfield, one of the world's leading global alternative asset managers and infrastructure investors", said Tim Brazy, Chief Executive Officer of the Partnership's general partner. "Brookfield's partnership with us speaks to the tremendous opportunities we see in our markets and will leverage the strengths of both parties, allowing us to significantly expand our reach in our core industries. This venture is a continuation of our strategy to establish significant partnerships that complement Landmark's overall business, enhance our leadership position in infrastructure and real estate and further support our acquisition efforts and development initiatives".
Forward-Looking Statements
Landmark Infrastructure Partners LP
This release contains forward-looking statements within the meaning of federal securities laws. These statements discuss future expectations, contain projections of results of operations or of financial condition or state other forward-looking information. You can identify forward-looking statements by words such as "anticipate", "believe", "estimate", "expect", "forecast", "project", "could", "may", "should", "would", "will" or other similar expressions that convey the uncertainty of future events or outcomes. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond the Partnership's control and are difficult to predict. These statements are often based upon various assumptions, many of which are based, in turn, upon further assumptions, including examination of historical operating trends made by the management of the Partnership. Although the Partnership believes that these assumptions were reasonable when made, because assumptions are inherently subject to significant uncertainties and contingencies, which are difficult or impossible to predict and are beyond its control, the Partnership cannot give assurance that it will achieve or accomplish these expectations, beliefs or intentions. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements contained in the Partnership's filings with the U.S. Securities and Exchange Commission (the "Commission"),
#5784104
including the Partnership's annual report on Form 10-K for the year ended December 31, 2017 and Current Report on Form 8-K filed with the Commission on February 15, 2018. These risks could cause the Partnership's actual results to differ materially from those contained in any forward-looking statement.
About Landmark Infrastructure Partners LP
The Partnership owns and manages a portfolio of real property interests and infrastructure assets that the Partnership leases to companies in the wireless communication, outdoor advertising and renewable power generation industries.
Investor Contacts
Marcelo Choi
Vice President, Investor Relations
(213) 788-4528
ir@landmarkmlp.com
#5784104

text: Landmark Infrastructure Partners LP

override: organization

label: fund

text: Brookfield Asset Management

override: fund

text: Landmark Infrastructure Partners LP

text: Brookfield Asset Management Inc.

text: Tim Brazy

text: Landmark Infrastructure Partners LP

text: Landmark Infrastructure Partners LP

text: Marcelo Choi


text:
EX-99.1
4
pacb-20210920xex99_1.htm
EX-99.1
Exhibit 991 Press Release
Exhibit 99.1
Pacific Biosciences Closes Acquisition of Omniome and Establishes San Diego Presence
Omniome's high accuracy short-read sequencing platform
expected to significantly expand PacBio's market opportunity
Acquisition expected to accelerate the adoption of SMRT Sequencing,
PacBio's leading long-read sequencing platform
PacBio also closes $300 million PIPE financing in support of transaction
MENLO PARK, Calif., September 20, 2021 (GLOBE NEWSWIRE) - Pacific Biosciences of California, Inc. (Nasdaq: PACB)("Pacific Biosciences" or "PacBio"), a leading provider of high-quality, long-read sequencing platforms, and Omniome, a San Diego-based biotechnology company developing a proprietary and highly differentiated short-read sequencing platform capable of delivering increased sequencing accuracy, announced today the companies have closed the transaction under which Pacific Biosciences acquired Omniome. With this acquisition, we believe PacBio will be uniquely positioned as the only company with both highly accurate long-read and short-read sequencing platforms.
Omniome's platform, Sequencing by Binding (SBB®), has fundamental advantages over other technologies and the potential to deliver higher sensitivity at a lower cost to unlock new markets. Omniome developed the chemistry because clinical applications require a level of accuracy that is difficult to achieve with current sequencing technologies.
"We believe our combined teams and technology can transform the genomics landscape by delivering a differentiated set of products and applications across a broad spectrum of markets, including the high growth clinical market", said Christian Henry, President and CEO of PacBio. "In the 60 days since announcing this deal, the Omniome team has continued to make progress on the development of their highly differentiated and accurate short-read sequencing platform which we believe has the potential to advance cancer diagnostics, drive higher fidelity for single-cell applications, and broadly enable clinical sequencing. We are pleased with their momentum and look forward to releasing this product to customers in the near future".
Building on the deep expertise of the PacBio team in its Bay Area global headquarters, this transaction adds a new location for PacBio in San Diego. Please visit the Careers section of our website to view our 100+ current openings and apply today.
Exhibit 99.1
Transaction Terms
As previously disclosed, the merger consideration included cash and shares of Pacific Biosciences common stock as well as additional consideration upon the achievement of a specified milestone. Total consideration paid by PacBio at closing consisted of approximately $316 million in cash, including adjustments for Omniome's indebtedness and working capital, and 9.4 million shares of Pacific Biosciences common stock. Of the 9.4 million shares of common stock issuable as part of the transaction, 8.8 million shares were issued at the close of the transaction with the remaining 0.6 million shares attributable to stock options issued by PacBio in replacement of Omniome's unvested options as part of the transaction. Subject to the terms of the Merger Agreement and the achievement of a specified milestone, the former holders of Omniome's outstanding equity interests will also be entitled to receive $200 million (composed of approximately $100 million in cash and the rest in shares of Pacific Biosciences common stock).
Financing Activities - Closing of Private Placement
In connection with the completed acquisition, PacBio sold approximately 11.2 million shares of PacBio common stock in a private placement transaction at a price of $26.75 per share, for aggregate gross proceeds to PacBio of approximately $300 million, to a premier syndicate of life sciences investors.
About Pacific Biosciences
Pacific Biosciences of California, Inc. (NASDAQ: PACB) is empowering life scientists with highly accurate long-read sequencing. The company's innovative instruments are based on Single Molecule, Real-Time (SMRT®) Sequencing technology, which delivers a comprehensive view of genomes, transcriptomes, and epigenomes, enabling access to the full spectrum of genetic variation in any organism. Cited in thousands of peer-reviewed publications, PacBio® sequencing systems are in use by scientists around the world to drive discovery in human biomedical research, plant and animal sciences, and microbiology. For more information, please visit www.pacb.com and follow @PacBio.
PacBio products are provided for research use only. Not for use in diagnostic procedures.
Forward-Looking Statements
This press release may contain "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the U.S. Private Securities Litigation Reform Act of 1995, including statements relating to the benefits of the acquisition of Omniome, including market opportunity expansion and accelerated adoption of SMRT sequencing; the potential use of SMRT sequencing technology; the applications, insights, and attributes of SMRT sequencing technology; the only company to have both long and short read sequencing technologies; the fundamental advantages of SBB over other technologies, including the potential to deliver higher sensitivity at a lower cost to unlock new markets and to advance cancer diagnostics, drive higher fidelity for single-cell applications
Exhibit 99.1
and broadly enable clinical sequencing; the potential ability of a combined product portfolio to deliver a differentiated set of products and applications across a broad spectrum of markets, including the clinical market; expectations regarding the timing of new product releases, including short-read products; the potential for additional payments to Omniome's former holders upon the achievement of specified milestones; the benefits of PacBio sequencing; and other future events. Readers are cautioned not to place undue reliance on these forward-looking statements and any such forward-looking statements are qualified in their entirety by reference to the following cautionary statements. All forward-looking statements speak only as of the date of this press release and are based on current expectations and involve a number of assumptions, risks and uncertainties that could cause the actual results to differ materially from such forward-looking statements. Readers are strongly encouraged to read the full cautionary statements contained in the Company's filings with the Securities and Exchange Commission, including the risks set forth in the company's Forms 8-K, 10-K, and 10-Q. The Company disclaims any obligation to update or revise any forward-looking statements.
Contacts
Investors:
Todd Friedman
+1 (650) 521-8450
ir@pacificbiosciences.com
Media:
Jen Carroll
+1 (858) 449-8082
pr@pacificbiosciences.com

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text: Christian Henry

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EX-99.1
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EX-99.1
EX-99.1
Exhibit 99.1
PRESS RELEASE
For more information contact:
Prosperity Bancshares, Inc.
®
David Zalman
Prosperity Bank Plaza
Chairman and Chief Executive Officer
4295 San Felipe
281.269.7199
Houston, Texas 77027
david.zalman@prosperitybankusa.com
PROSPERITY BANCSHARES, INC.
®
COMPLETES MERGER
WITH LEGACYTEXAS FINANCIAL GROUP, INC.
FOR IMMEDIATE RELEASE
HOUSTON,
November 1, 2019. Prosperity Bancshares, Inc.
®
(NYSE: PB), the parent company of Prosperity Bank
®
, today announced that it has
completed its previously announced merger (the "merger") with LegacyTexas Financial Group, Inc. (NASDAQ: LTXB) ("LegacyTexas"), the parent company of LegacyTexas Bank, effective November 1, 2019. As of September 30,
2019, on a consolidated basis, LegacyTexas had total assets of $10.5 billion, total loans of $9.1 billion and total deposits of $6.5 billion. LegacyTexas Bank operated 42 banking centers in and around the Dallas-Fort Worth area.
Immediately after the merger, LegacyTexas Bank was merged into Prosperity Bank and LegacyTexas' business will operate as Prosperity Bank
dba LegacyTexas Bank until systems conversion, which is scheduled for early June 2020. Upon conversion, the combined bank will operate as Prosperity Bank.
In connection with the merger, Kevin Hanigan, LegacyTexas President and Chief Executive Officer was named President and Chief Operating
Officer of Prosperity Bancshares and President of Prosperity Bank; and Mays Davenport, LegacyTexas EVP and Chief Financial Officer, was named EVP and Director of Corporate Strategy of Prosperity Bancshares and Prosperity Bank. Upon completion of the
merger, David Zalman will serve as Senior Chairman and Chief Executive Officer of Prosperity Bancshares, H.E. Timanus, Jr. will serve as Chairman and Eddie Safady will serve as Vice Chairman. In addition, Kevin Hanigan, Bruce Hunt and George Fisk
joined the Prosperity Bancshares Board of Directors and Kevin Hanigan and Mays Davenport joined the Prosperity Bank Board of Directors.
Page 1 of 3
"This transaction represents a milestone in Prosperity's strategic growth and we
welcome the LegacyTexas customers and associates to Prosperity Bank. This merger creates one of the largest Texas-based banks by deposits, and makes Prosperity Bank a dominant player in the vibrant markets of Houston and Dallas/Fort Worth. We look
forward to the opportunities we have as a combined organization", stated David Zalman, Senior Chairman and Chief Executive Officer of Prosperity Bancshares.
"This merger brings together two complementary franchises with a shared goal of serving the needs of our customers, associates and
communities and will provide our combined team with a platform for anticipated continued growth", commented Kevin Hanigan, President of Prosperity Bancshares.
Keefe, Bruyette & Woods,
A Stifel Company
, represented Prosperity Bancshares by providing a fairness opinion to its Board of
Directors, and Bracewell LLP acted as legal counsel. LegacyTexas was advised in this transaction by J.P. Morgan Securities LLC, as financial advisor, and Shapiro Bieging Barber Otteson LLP, as legal counsel.
About Prosperity Bancshares, Inc.
®
As of September 30, 2019, Prosperity Bancshares, Inc.
®
is a $22.1 billion Houston, Texas based regional financial holding company, formed in 1983. Operating under a community banking philosophy and seeking to develop broad customer
relationships based on service convenience, Prosperity offers a variety of traditional loan and deposit products to its customers, which consist primarily of small and medium sized businesses and consumers. In addition to established banking
products, Prosperity offers a complete line of financial services including Online & Mobile Banking, Investment Services, Small Business (SBA) and Commercial Loans, Mortgage Services, Retail Brokerage Services, Cash Management, as well as
traditional consumer services.
Prosperity Bancshares currently operates 243 full-service banking locations: 65 in the Houston area,
including The Woodlands; 30 in the South Texas area, including Corpus Christi and Victoria; 33 in the Dallas/Fort Worth area; 22 in the East Texas area; 29 in the Central Texas area, including Austin and San Antonio; 34 in the West Texas area,
including Lubbock, Midland-Odessa and Abilene; 16 in the Bryan/College Station area; six in the Central Oklahoma area; and eight in the Tulsa, Oklahoma area.
Cautionary Notes on Forward-Looking Statements
This communication contains statements which, to the extent they are not statements of historical fact, constitute "forward-looking
statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written
forward-looking statements may also be included in other information released to the public. Such statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as "aim,"
"anticipate", "estimate", "expect", "goal", "guidance", "intend", "is anticipated", "is expected", "is intended", "objective", "plan,"
"projected", "projection", "will affect", "will be", "will continue", "will decrease", "will grow", "will impact", "will increase", "will incur,"
"will reduce", "will remain", "will result", "would be", variations of such words or phrases (including where the word "could", "may", or "would" is used rather than the word
"will" in a phrase) and similar words and phrases indicating that the statement addresses some
Page 2 of 3
future result, occurrence, plan or objective. These forward-looking statements may include information about Prosperity Bancshares' possible or assumed future economic performance or future
results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share, cash flows, future capital expenditures and dividends, future financial condition and changes
therein, including changes in loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity Bancshares' future operations and integrating the
operations of LegacyTexas, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity's operations, results of operations, financial condition, and future economic performance, statements about the anticipated
benefits of the transaction with LegacyTexas, and statements about the assumptions underlying any such statement. The forward-looking statements are based on expectations and assumptions Prosperity Bancshares currently believes to be valid. Because
forward-looking statements relate to future results and occurrences, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Many possible events or factors could adversely affect the future
financial results and performance of Prosperity Bancshares and could cause those results or performance to differ materially from those expressed in the forward-looking statements. Such risks and uncertainties include, among others: the possibility
that the anticipated benefits of the transaction with LegacyTexas are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the
economy and competitive factors generally, or specifically in the Dallas/Fort Worth area where LegacyTexas did a majority of its business and Prosperity Bancshares now has a greater presence, the possibility that the integration of LegacyTexas may
be more expensive than anticipated, including as a result of unexpected factors or events, diversion of management's attention from previous business operations and opportunities, potential adverse reactions or changes to business or employee
relationships, and the dilution caused by Prosperity Bancshares' issuance of additional shares of its common stock in connection with the LegacyTexas transaction. Prosperity Bancshares disclaims any obligation to update such factors or to
publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. Further information on Prosperity Bancshares and factors which could affect the forward-looking
statements contained herein can be found in Prosperity Bancshares' Annual Report on Form
10-K
for the fiscal year ended December 31, 2018, its Quarterly Report on Form
10-Q
for the three- and
six-month
periods ended June 30, 2019 and its other filings with the Securities and Exchange Commission ("SEC").
Page 3 of 3

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text: LEGACYTEXAS FINANCIAL GROUP, INC.

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text: Prosperity Bank

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text: LegacyTexas Bank

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text: Bracewell LLP

text: J.P. Morgan Securities LLC

text: Shapiro Bieging Barber Otteson LLP

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text: Prosperity Bancshares, Inc.


text:
EX-99.1
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EX-99.1
EX-99.1
Exhibit 99.1
APPTIO, INC. COMPLETES ACQUISTION OF DIGITAL FUEL FROM SKYVIEW CAPITAL
Apptio Accelerates Market Leadership in Technology Business Management (TBM) for
Hybrid IT Enterprises
Bellevue,
WA
. (February 2, 2018) -
Apptio, Inc. (NASDAQ: APTI), the business management system of record for hybrid IT, today announced it has completed the acquisition of Digital Fuel SV, LLC, a provider of IT business management (ITBM) tools.
With the acquisition of Digital Fuel from global investment firm Skyview Capital, Apptio further extends its leadership of the $6 billion Technology Business Management (TBM) market. Today's acquisition broadens Apptio's customer base
across both strategic and enterprise segments in the Global 10,000 and adds new product capabilities.
With this move, Apptio's cloud based
applications will help more than 550 licensed customers manage, plan and optimize their technology investments across
on-premises
and hybrid IT environments. This acquisition will also provide opportunities to
deepen Apptio's integrations with leading financial, service management, systems management, and public and private cloud vendors. Now, Apptio's more than 800 employees are solely focused on helping CIOs, IT finance leaders, and
infrastructure and operations professionals manage the business of IT.
"Since Apptio's founding in 2007, we've been deeply committed to
creating a long lasting software category relevant to every organization, regardless of size or geography", said Sunny Gupta, CEO of Apptio. "We are invested in the ongoing success of Digital Fuel customers and our combined customer base
will have access to the most advanced innovation in TBM. Additionally, our partnership with the nonprofit TBM Council will provide unparalleled industry support to help ensure every customer's success".
Digital Fuel was founded in 2000 as a service level management provider and expanded in 2008 to include IT financial management solutions. In 2011, Digital
Fuel was acquired by VMware and integrated with VMware's cloud management and infrastructure products to help provide customers with transparency and control over costs and quality of IT services. In 2016, Digital Fuel was acquired by private
investment firm, Skyview Capital.
As part of the Apptio family, Digital Fuel will operate as an independent business unit with continued support and
investment for the Digital Fuel product line. Digital Fuel customers will also have the ability to leverage new product innovation from Apptio's product family. Apptio customers will also benefit from existing Digital Fuel product capabilities,
including service level management and a deep integration with VMware vSphere and cloud management solutions.
Alex Soltani, Skyview Capital Chairman
says, "We are very excited about this transaction. We feel the combination of Digital Fuel and Apptio will create the leading platform for TBM globally".
More detail on this news will be provided on Apptio's 4th quarter earnings conference call, scheduled for Monday, February 5, 2018. Further call
information can he found
here
.
About Apptio
Apptio (NASDAQ: APTI) is the business management system of record for hybrid IT. We transform the way IT runs its business and makes decisions. With our
cloud-based applications, IT leaders manage, plan and optimize their technology investments across
on-premises
and cloud. With Apptio, IT leaders
become strategic partners to the business by demonstrating value of IT investments, accelerate innovation and shift their technology investments from running the business to digital innovation.
Hundreds of customers choose Apptio as their business system of record for hybrid IT. For more information, please visit
www.Apptio.com
About
Digital Fuel
Digital Fuel, a business unit of Apptio (NASDAQ: APTI), provides Technology Business Management (TBM) software designed to help IT
leaders deliver more business value from every dollar spent on IT. To learn more, please visit
www.DigitalFuel.com
About Skyview Capital, LLC
Skyview Capital is a global private investment firm headquartered in Los Angeles, California, which specializes in the acquisition and management of
mission critical enterprises in the areas of technology, telecommunications, business services and manufacturing. By leveraging its operational resources and financial acumen, Skyview systematically enhances the long-term sustainable value of the
businesses it acquires. To date, Skyview has successfully completed over 25 transactions within its target market verticals. Visit
www.skyviewcapital.com
Forward-Looking Statements
This release contains
forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. These forward-looking statements
include statements regarding the potential benefits of our acquisition of Digital Fuel SV, LLC, the potential benefits of the acquisition for our customers and Digital Fuel' customers and the potential benefits of our relationship with VMware.
Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking
statements, including, among others, our ability to successfully integrate Digital Fuel as an independent business unit, as well as those risks and uncertainties included under the caption "Risk Factors" and elsewhere in our filings with
the U.S. Securities and Exchange Commission, including, without limitation, the Form
10-Q
filed with the SEC on October 31, 2017. All information provided in this release is as of the date hereof, and we
undertake no duty to update this information unless required by law.
Media Contact:
Sarah Vreugdenhil
(425)
974-1331
pr@apptio.com
Investor Contact:
Susanna Morgan
(425)
279-6101
IR@apptio.com

text: APPTIO, INC.

text: DIGITAL FUEL

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text: Apptio

text: Apptio, Inc.

text: Digital Fuel SV, LLC

text: Digital Fuel

text: Skyview Capital

text: Apptio

text: Apptio

text: Apptio

text: Apptio

text: Apptio

text: Apptio

text: Sunny Gupta

text: Apptio

text: Digital Fuel

text: Digital Fuel

text:
Digital
Fuel

text: Digital Fuel

text: Skyview Capital

text: Apptio family

text: Digital Fuel

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text: Digital Fuel

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EX-99.1
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EX-99.1
EX-99.1
Exhibit 99.1
ZimVie Completes Separation from Zimmer Biomet; Announces Board of Directors
WESTMINSTER, Colorado, March 1, 2022 (GLOBE NEWSWIRE) - ZimVie Inc. (Nasdaq: ZIMV) today announced its debut as an independent publicly traded
company and the completion of its separation from Zimmer Biomet Holdings, Inc. (NYSE and SIX: ZBH). This separation completes the path ZimVie began in 2021 when its former parent company announced its intention to separate its Dental and Spine
businesses into one of the world's newest and leading life sciences companies. ZimVie common stock began "regular way" trading under the symbol "ZIMV" on the Nasdaq Stock Market.
"As an independent company, we are uniquely poised to expand the reach of our Dental and Spine product platforms through innovation and enhanced
commercial and operational focus", said Vafa Jamali, President and Chief Executive Officer of ZimVie. "Our solutions hold strong positions in the Dental and Spine markets, which represent a collective $20 billion addressable market
opportunity. We intend to advance our positioning in each of these markets over time as we execute on multiple opportunities for growth and continue innovating to offer better solutions that help restore daily life".
Concurrent with its separation, ZimVie announced the individuals who serve as members of the Company's Board of Directors:
.
Vinit K. Asar
, President and Chief Executive Officer of Hanger Inc., a leading provider of outcomes-based
orthotic and prosthetic patient care services and solutions, since May 2012. Mr. Asar brings executive and public company experience as well as significant experience in the healthcare products and services industry to ZimVie's Board
of Directors.
.
Sally Crawford
, former Chief Operating Officer of Healthsource, Inc., a publicly held managed care
organization, from its founding in 1985 until 1997. She serves as a member of the boards of directors of Hologic, Inc. and Abcam plc. Ms. Crawford brings governance experience, operational experience, and a detailed understanding of the
healthcare and managed care industries that are relevant to ZimVie's business.
.
Vafa Jamali
, President and Chief Executive Officer of ZimVie and previously Senior Vice President and
President, Respiratory, Gastrointestinal and Informatics of Medtronic plc. Mr. Jamali brings significant leadership experience and public company knowledge to ZimVie's management team and Board of Directors.
.
David King
, former Chief Executive Officer of Labcorp, a leading global life sciences company, from 2007
to 2019. He serves as a member of the board of directors of Privia Health, as the Board Chair of PATH, and as a member of the advisory board for Duke University's Robert J. Margolis, MD Center for Health Policy. Mr. King brings extensive
executive and medical leadership experience, a deep understanding of the healthcare industry, and public company operational expertise to ZimVie's Board of Directors.
.
Richard Kuntz, M.D.
, Senior Vice President, Chief Medical and Scientific Officer of Medtronic plc.
Dr. Kuntz brings to ZimVie's Board of Directors extensive experience leading and navigating medical affairs, health policy and reimbursement, clinical research activities, and corporate technology, as well as clinical expertise from years
of practice in internal medicine followed by interventional cardiology.
.
Karen Matusinec
, former Senior Vice President, Treasurer of McDonald's Corporation from 2011 to 2021.
In that role, she was responsible for Global Treasury, Tax, Insurance, and Global Business Services functions. Ms. Matusinec brings significant financial expertise and extensive experience in treasury, tax, insurance, shared services, and risk
management to ZimVie's Board of Directors.
ZimVie's directors bring decades of collective healthcare industry and finance
experience to help guide the Company on its path to improve growth and drive long-term shareholder value. For full biographies on each of the directors, please visit ZimVie's investor relations
website
.
Terms of the Separation
Under the terms of the separation, at 12:01 a.m. Eastern time on March 1, 2022, each Zimmer Biomet Holdings, Inc. shareholder received one share of ZimVie
common stock for every ten shares of Zimmer Biomet common stock held as of the close of business on Feb. 15, 2022 (the record date for the distribution). Zimmer Biomet retained approximately 19.7% of ZimVie's common stock.
About ZimVie
ZimVie is a global life sciences leader in
the Dental and Spine markets that develops, manufactures, and delivers a comprehensive portfolio of products and solutions designed to treat a wide range of Spine pathologies and support Dental tooth replacement and restoration procedures. The
company was founded in March 2022 as an independent, publicly traded
spin-off
of the Dental and Spine business units of Zimmer Biomet to breathe new life, dedicated energy, and strategic focus to its portfolio
of trusted brands and products. From its headquarters in Westminster, Colorado, and additional facilities around the globe, the company serves customers in over 70 countries worldwide with a robust offering of Dental and Spine solutions, including
differentiated product platforms supported by extensive clinical evidence. For more information about ZimVie, please visit us at
www.ZimVie.com
. Follow @ZimVie on
Twitter
,
Facebook
,
LinkedIn
, or
Instagram
.
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking statements within the meaning of federal securities laws, including, among others, any statements about our
expectations, plans, intentions, strategies, or prospects. All statements other than statements of historical or current fact are, or may be deemed to be, forward-looking statements. Such statements are based upon the current beliefs, expectations,
and assumptions of management and are subject to significant risks, uncertainties, and changes in circumstances that could cause actual outcomes and results to differ materially from the forward-looking statements. For a list and description of some
of such risks and uncertainties, see ZimVie's registration statement on Form 10 filed with the U.S. Securities and Exchange Commission (SEC), including the sections of the information statement captioned "Risk Factors" and
"Cautionary Statement Concerning Forward-Looking Statements." These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in ZimVie's filings with the
SEC. Forward-looking statements speak only as of the date they are made, and we expressly disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or
otherwise. Readers of this news release are cautioned not to rely on these forward-looking statements, since there can be no assurance that these forward-looking statements will prove to be accurate. This cautionary statement is applicable to all
forward-looking statements contained in this news release.
Media Contact Information:
ZimVie
Laura Driscoll.
Laura.Driscoll@ZimVie.com
(774)
284-1606
Investor Contact Information:
Gilmartin Group LLC
Marissa Bych.
Marissa@gilmartinir.com
Lynn
Lewis.
Lynn@gilmartinir.com

text: ZimVie

text: Zimmer Biomet

text: ZimVie Inc.

text: Zimmer Biomet Holdings, Inc.

text: ZimVie

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text: Vafa Jamali

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text: Vinit K. Asar

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text: Zimmer Biomet Holdings, Inc.

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text: Zimmer Biomet

text: ZimVie

text: ZimVie

text: ZimVie

text: ZimVie


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EX-99
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KeyOn Completes Purchase of Dynamic Broadband Wireless Assets
Previously announced acquisition of wireless broadband assets in Iowa and Minnesota will increase revenues by nearly 30% on an annualized basis
OMAHA, NE
(June 2, 2010) --
KeyOn Communications Holdings, Inc.
(OTCBB:
KEYO
), one of the largest providers of wireless broadband, satellite video and voice over Internet protocol (VoIP) services in the United States, announced today it has completed its
acquisition of substantially all of the wireless broadband assets of Dynamic Broadband Corporation which increases the company's network footprint in Iowa and initiates coverage in Minnesota, KeyOn's twelfth state with operations. The assets were acquired for a combination of common shares of KeyOn and the assumption and repayment of certain liabilities.
The Dynamic Broadband acquisition was completed under KeyOn's Rural UniFi program. Rural UniFi is a strategic acquisition initiative designed for independent wireless broadband companies to realize immediate value from their networks by merging with KeyOn. The acquisition of Dynamic Broadband is KeyOn's eighth acquisition.
Interested wireless broadband operators can visit KeyOn's unique initiative through the company's website (www.keyon.com/ruralunifi.html) where they can receive more information and begin the qualification process.
About KeyOn Communications Holdings, Inc.
KeyOn Communications Holdings Inc. (OTC BB: KEYO) is one of the largest providers of wireless broadband, satellite and voice over Internet protocol (VoIP) services in the United States, primarily targeting underserved markets with populations generally less than 50,000. KeyOn offers broadband services with VoIP and satellite video services to both residential and business subscribers
across 12 Western and Midwestern states. Through a combination of organic growth and acquisitions, KeyOn has expanded its network footprint to reach approximately 55,000 square miles and cover over 2,800,000 people, as well as small-to-medium businesses. With its successful track record of acquiring companies and growing its core subscriber base, KeyOn is one of the leading wireless broadband companies in the United States. Management intends to drive subscriber growth through
additional acquisitions as well as organic growth across the company's expanding footprint by offering bundled services including broadband, video, VoIP and related valuable services such as the Bullseye Club. The company also intends to opportunistically build mobile and/or nomadic WiMAX networks in and around its market footprint. More information on KeyOn can be found at
http://www.keyon.com
.
Safe Harbor Statement
Certain statements contained in this press release are "forward-looking statements" within the meaning of applicable federal securities laws, including, without limitation, anything relating or referring to future financial results and plans for future business development activities, and are thus prospective. Forward-looking statements may include, without
limitation, the company's expectations regarding: future financial and operating performance and financial condition; plans, objectives and strategies; product development; industry conditions; the strength of its balance sheet; and liquidity and financing needs. Readers are cautioned not to put undue reliance on such forward-looking statements, which are not a guarantee of
performance and are subject to a number of uncertainties and other factors, many of which are outside of the company's control, which could cause actual results to differ materially from such statements, including, without limitation, the company's ability to secure ARRA stimulus funding, its ability to successfully complete accretive acquisitions and grow its business
organically, the company's reliance on multi-user unlicensed spectrum to service subscribers, competition from larger and better financed providers, the company's reliance on third party sales representatives and new and more burdensome telecommunications' regulations. For a more detailed description of the factors that could cause such a difference, please refer to the company's filings with the Securities and Exchange Commission, including the information under
the headings "Risk Factors" and "Forward-Looking Statements" in our Form 10-K/A filed on April 16, 2010. Consequently, future events and actual results could differ materially from those set forth in, contemplated by, or underlying the forward-looking statements contained herein. The company undertakes no obligation to update or supplement such forward-looking statements.
Company Contact:
KeyOn Communications Holdings, Inc.
Rory Erchul, 402-998-4044
VP of Marketing
rerchul@keyon.com
www.keyon.com

text: KeyOn

text: Dynamic Broadband

text: KeyOn Communications Holdings, Inc.

text: Dynamic Broadband Corporation

text: KeyOn

text: KeyOn

text: Dynamic Broadband

text: KeyOn

text: KeyOn

text: Dynamic Broadband

text: KeyOn

text: KeyOn

text: KeyOn Communications Holdings, Inc.

text: KeyOn Communications Holdings Inc.

text: KeyOn

text: KeyOn

text: KeyOn

text: KeyOn

text: KeyOn Communications Holdings, Inc.


text:
EX-99.1
2
d569960dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
Two Harbors Investment Corp. and CYS Investments, Inc.
Announce Closing of Merger
New York,
July
31, 2018
- Two Harbors Investment Corp. (NYSE: TWO) ("Two Harbors") and CYS Investments, Inc. (NYSE: CYS) ("CYS") today announced the closing of the previously announced merger between Two Harbors
and CYS.
Summary
.
Upon the closing of the merger, each share of CYS common stock was converted into the right to receive 0.4680
newly issued shares of Two Harbors common stock as well as cash consideration of $0.0965 per share. Based on the number of shares of CYS common stock outstanding as of the closing date, approximately 72.7 million shares of Two Harbors common
stock and $15 million in cash consideration will be issued to CYS common stockholders in connection with the merger.
.
No fractional shares of Two Harbors common stock will be issued in connection with the merger. Instead, CYS
common stockholders will receive cash in lieu of any fractional shares.
.
Shares of CYS common stock will continue to trade on the New York Stock Exchange ("NYSE") throughout
the day on July 31, 2018. Trading in shares of CYS common stock will cease after market close on July 31, 2018 and shares of CYS common stock will be converted into the right to receive Two Harbors common stock and the cash consideration
prior to market open on August 1, 2018.
.
The newly issued shares of Two Harbors common stock will begin trading on the NYSE under the ticker symbol
"TWO" on August 1, 2018.
.
Registered holders of CYS common stock will have their shares of Two Harbors common stock posted to new accounts
at Equiniti Shareowner Services, the transfer agent for Two Harbors. Beneficial holders of CYS common stock will have their shares of Two Harbors common stock posted to their individual accounts at their broker or financial institution, in
accordance with the policies and procedures of such broker or financial institution.
Preferred Stock
.
Upon the closing of the merger, each share of CYS 7.75% Series A Cumulative Redeemable Preferred Stock was
converted into the right to receive one share of newly classified Two Harbors' 7.75% Series D Cumulative Redeemable Preferred Stock, and each share of CYS 7.50% Series B Cumulative Redeemable Preferred Stock was converted into the right to
receive one share of newly classified Two Harbors' 7.50% Series E Cumulative Redeemable Preferred Stock.
.
The newly issued shares of Two Harbors preferred stock will begin trading on the NYSE under the ticker symbols
"TWO PRD" and "TWO PRE" on August 1, 2018.
Leadership of the Combined Company
As previously announced, the combined company will continue to be led by the executive management team of Two Harbors. In addition, pursuant to the previously
announced Agreement and Plan of Merger, dated as of April 25, 2018, the size of the Two Harbors' Board of Directors was increased from nine to eleven members upon the closing of the merger, and Karen Hammond and James A. Stern, two
independent directors from CYS, were appointed to the Two Harbors' Board of Directors.
Advisors
JMP Securities LLC acted as financial advisor and Sidley Austin LLP acted as legal advisor to Two Harbors. Barclays Capital Inc. and Credit Suisse Securities
(USA) LLC acted as financial advisors and Vinson & Elkins LLP acted as legal advisor to CYS.
About Two Harbors Investment Corp.
Two Harbors Investment Corp., a Maryland corporation, is a real estate investment trust that invests in residential mortgage-backed securities, mortgage
servicing rights and other financial assets. Two Harbors is headquartered in New York, New York, and is externally managed and advised by PRCM Advisers LLC, a wholly owned subsidiary of Pine River Capital Management L.P. Additional information is
available at
www.twoharborsinvestment.com
.
About CYS Investments, Inc.
CYS Investments, Inc., a Maryland corporation, is a specialty finance company that invests on a leveraged basis primarily in residential mortgage pass-through
certificates for which the principal and interest payments are guaranteed by Fannie Mae, Freddie Mac or Ginnie Mae. CYS refers to these securities as Agency RMBS. CYS has elected to be taxed as a real estate investment trust for federal income tax
purposes.
Forward-Looking Statements
This press
release may contain "forward-looking statements". Such statements are subject to numerous assumptions, risks, and uncertainties. Statements that do not describe historical or current facts, including statements about beliefs and
expectations, are forward-looking statements. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E
of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, included in this communication that address activities, events or developments that Two
Harbors or CYS expects, believes or anticipates will or may occur in the future are forward-looking statements. Words such as "project", "predict", "believe", "expect", "anticipate,"
"potential", "create", "estimate", "plan", "continue", "intend", "could", "foresee", "should", "may", "will", "guidance,"
"look", "outlook", "goal", "future", "assume", "forecast", "build", "focus", "work", or the negative of such terms or other variations thereof and words and
terms of similar substance used in connection with any discussion of future plans, actions, or events identify forward-looking statements. However, the absence of these words does not mean that the statements are not forward-looking. These
forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Two Harbors' and CYS's ability to predict results or the actual effect of future
events, actions, plans or strategies is inherently uncertain. Although Two Harbors and CYS believe the expectations reflected in any forward-looking statements are based on reasonable assumptions, the companies can give no assurance that our
expectations will be attained and therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements.
There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included in this
communication, including those related to the merger of Two Harbors and CYS. All such factors are difficult to predict and are beyond the control of Two Harbors and CYS, including those detailed in Two Harbors' annual reports on
Form 10-K, quarterly
reports on
Form 10-Q and
periodic reports on
Form 8-K that
are available on Two
Harbors' website at
http://www.twoharborsinvestment.com
and on the SEC's website at
http://www.sec.gov
, those detailed in
CYS's annual reports on
Form 10-K, quarterly
reports on
Form 10-Q and
periodic reports on
Form 8-K that
are available on its website at
http://www.cysinv.com
and on the SEC's website at
http://www.sec.gov
, and those detailed in the section entitled "Risk Factors" in
the joint proxy statement/prospectus relating to the merger filed with the SEC on June 25, 2018.
Each of the forward-looking statements of Two
Harbors or CYS are based on assumptions that Two Harbors or CYS, as applicable, believes to be reasonable but that may not prove to be accurate. Any forward-looking statement speaks only as of the date on which such statement is made, and neither
Two Harbors nor CYS undertakes any obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law. Readers are cautioned not to place undue
reliance on these forward-looking statements that speak only as of the date hereof.
Contacts
Two Harbors Investment Corp.
Margaret Field,
212-364-3663
Investor Relations
margaret.field@twoharborsinvestment.com

text: Two Harbors Investment Corp.

text: CYS Investments, Inc.

text: Two Harbors Investment Corp.

text: CYS Investments, Inc.

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: JMP Securities LLC

text: Sidley Austin LLP

text: Barclays Capital Inc.

text:
Credit Suisse Securities
(USA) LLC

text: Vinson & Elkins LLP

text: CYS

text: Two Harbors Investment Corp.

text: Two Harbors Investment Corp.

text: PRCM Advisers LLC

text: Pine River Capital Management L.P.

text: CYS Investments, Inc.

text: CYS Investments, Inc.

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: CYS

text: Two Harbors Investment Corp.


text:
EX-99.1
23
ea131555ex99-1_opesacq.htm
PRESS RELEASE DATED DECEMBER 17, 2020
Exhibit 99.1
BurgerFi Goes Public Following Completion
of Business Combination with OPES Acquisition Corp.
-The Better Burger Brand Commences Trading
on Nasdaq Under "BFI" Ticker-
PALM
BEACH, FL
- December 17, 2020 - OPES Acquisition Corp. (Nasdaq: OPES, OPESW) ("OPES" or the "Company")
and BurgerFi International, LLC (BurgerFi), one of the nation's fastest-growing better burger concepts, have completed their
previously announced business combination. As a result of the business combination, OPES changed its name to
BurgerFi International,
Inc. and its
common stock will commence trading this morning on the Nasdaq Capital Market
under the ticker symbol "BFI" and the warrants will trade under the ticker symbol "BFIIW".
"We
believe that combining OPES with BurgerFi will expand the better burger brand's growth nationally and internationally to
reach new heights and create significant stockholder value", stated
Ophir Sternberg, newly appointed Executive Chairman
of BurgerFi.
"As I step into my new role, there will be an important focus on taking
advantage of the current real estate market to seek growth opportunities, as there is an abundance of prime retail locations with
leases on very favorable terms. We will also continue our industry-leading technology development, enhancing user experience and
increasing sales through our various online ordering channels".
Established
almost a decade ago, BurgerFi has nearly 125 restaurants domestically and internationally, with plans to continue expanding. The
concept was chef-founded and is renowned for delivering an exceptional, all-natural premium burger experience in contemporary and
sustainably designed restaurants. BurgerFi uses 100% all-natural American Angus beef with no steroids, antibiotics, growth hormones,
chemicals or additives. The brand's diverse menu offerings have broad appeal and emphasize the use of high quality, responsibly
sourced ingredients in each recipe. In addition to Angus and Wagyu beef burgers and hot dogs, guest favorites include the award-winning
VegeFi® burger, all-natural cage-free "Fi'ed" chicken sandwiches and tenders, and fresh-cut fries
made with just potatoes and salt.
BurgerFi placed in the top 10 on Fast Casual's Top 100
Movers & Shakers list in 2020, was named "Best Burger Joint" by Consumer Reports and fellow public interest organizations
in the 2019 Chain Reaction Study, listed as a "Top Restaurant Brand to Watch" by Nation's Restaurant News in 2019, included
in Inc. Magazine's Fastest Growing Private Companies List, and ranked on Entrepreneur's 2017 Franchise 500.
"Becoming
a publicly traded company is the first of many important milestones we envision for BurgerFi, as our opportunities to evolve and
develop are seemingly limitless", says
Julio Ramirez, CEO of BurgerFi. "
With
our leading position
as the preferred better burger restaurant in four out of five southern states, we will continue working
our way up the eastern seaboard to the Mid-Atlantic and Northeast regions. Our corporate and franchise restaurant growth strategy
will cluster in markets we've identified as strategically important, such as Atlanta, Nashville and Richmond".
"It's extremely fitting that BurgerFi
is going public on the cusp of our 10-year anniversary", said Charlie Guzzetta, President of BurgerFi. "It's
a dream that has become reality thanks to the tireless dedication of the team members, franchise partners, and founders that make
up the BurgerFi family. We are proud of the strong foundation we've built and look forward to the brand's continued
success and growth in this exciting new phase".
B
urgerFi
will continue to be led by its existing management team: Julio Ramirez, Chief Executive Officer; Charlie Guzzetta, President; Bryan
McGuire, Chief Financial Officer, Nick Raucci, Chief Operating Officer; Ross Goldstein, Chief Legal Officer; and Chef Paul Griffin,
Chief Culinary Officer.
The board of directors for BurgerFi
includes notable members such as Steve Berrard, Co-Founder of AutoNation, and is led by Executive Chairman Ophir Sternberg, Founder
and CEO of Lionheart Capital and Chairman and CEO of Lionheart Acquisition Corp. II (Nasdaq: LCAP).
To celebrate the business combination
completion, BurgerFi will be ringing the Nasdaq opening bell today, December 17
th
at 9:30 a.m. Eastern time.
EarlyBirdCapital, Inc. served as exclusive
financial and capital market advisor to OPES. Loeb & Loeb LLP served as legal counsel to OPES. Shumaker, Loop & Kendrick
LLP is acting as legal counsel to BurgerFi International.
About
BurgerFi International
Established
in 2011, BurgerFi is among the nation's fastest-growing better burger concepts with approximately 125 BurgerFi restaurants domestically
and internationally. The concept was chef-founded and is committed to serving fresh food of transparent quality. BurgerFi uses
100% natural American Angus beef with no steroids, antibiotics, growth hormones, chemicals or additives. BurgerFi placed in the
top 10 on Fast Casual's Top 100 Movers & Shakers list in 2020, was named "Best Burger Joint" by Consumer Reports
and fellow public interest organizations in the 2019 Chain Reaction Study, listed as a "Top Restaurant Brand to Watch"
by Nation's Restaurant News in 2019, included in Inc. Magazine's Fastest Growing Private Companies List, and ranked on Entrepreneur's
2017 Franchise 500. To learn more about BurgerFi or to find a full list of locations, please visit
www.burgerfi.com
, "Like"
BurgerFi on Facebook or follow @BurgerFi on Instagram and Twitter.
BurgerFi®
is a Registered Trademark of
BurgerFi IP, LLC, a wholly-owned subsidiary of BurgerFi.
Forward-Looking Statements:
This press release includes forward-looking
statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts. Such
forward-looking statements, including the identification of a target business and potential business combination or other such
transaction, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements.
These risks and uncertainties include, but are not limited to, those factors described in the section entitled "Risk Factors"
in the annual report on Form 10-K filed by OPES on March 30, 2020 and in the section entitled "Risk Factors" in the
definitive proxy statement filed by OPES on December 1, 2020. Important factors, among others, that may affect actual results or
outcomes include: the inability to complete the proposed transaction; the inability to recognize the anticipated benefits of the
proposed transaction, which may be affected by, among other things, the ability to meet the listing standards of the securities
exchange following the consummation of the proposed transaction; and costs related to the proposed transaction. Important factors
that could cause the combined company's actual results or outcomes to differ materially from those discussed in the forward-looking
statements include: BurgerFi's limited operating history; BurgerFi's ability to manage growth; BurgerFi's ability
to execute its business plan; BurgerFi's estimates of the size of the markets for its products; the rate and degree of market
acceptance of BurgerFi's products; BurgerFi's ability to identify and integrate acquisitions; potential litigation
involving OPES or BurgerFi or the validity or enforceability of BurgerFi's intellectual property; general economic and market
conditions impacting demand for BurgerFi's products and services; and such other risks and uncertainties relating to Burger
Fi that were included in the definitive proxy statement filed by OPES on December 1, 2020.
OPES expressly disclaims any obligations or
undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change
in the Company's expectations with respect thereto or any change in events, conditions or circumstances on which any statement
is based.
Investor Relations Contact:
Gateway Investor Relations
Cody Slach
(949) 574-3860
OPES@GatewayIR.com
Company Contacts:
OPES Acquisition Corp.
Ashley Spitz, ashley@opesacquisitioncorp.com
BurgerFi International Inc.
Crystal Rosatti, crystal@burgerfi.com
Media Relations Contact:
Quinn PR
Laura Neroulias, LNeroulias@quinn.pr

text: BurgerFi

text: OPES Acquisition Corp.

text: OPES Acquisition Corp.

text: BurgerFi International, LLC

text: BurgerFi

text: BurgerFi

text: Ophir Sternberg

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: Julio Ramirez

text: BurgerFi

text: BurgerFi

text: Charlie Guzzetta

text: BurgerFi

text: BurgerFi

text: Julio Ramirez

text: Charlie Guzzetta

text: Nick Raucci

text: BurgerFi

text: Ophir Sternberg

text: BurgerFi

text: EarlyBirdCapital, Inc.

text: Loeb & Loeb LLP

text:
Shumaker, Loop & Kendrick
LLP

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: BurgerFi

text: OPES Acquisition Corp.


text:
EX-99.1
2
a17-22765_1ex99d1.htm
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Christopher Ranjitkar, Director, Investor Relations
(617) 219-1410
Government Properties Income Trust Completes Acquisition
of First Potomac Realty Trust
Newton, MA
(October 2, 2017): Government Properties Income Trust (Nasdaq: GOV) today announced that it has completed its acquisition of First Potomac Realty Trust (NYSE: FPO), which includes 39 office properties (74 buildings) with approximately 6.5 million square feet that were 92.6% occupied as of June 30, 2017 (including two joint venture properties which were 50% and 51% owned by FPO). This transaction was approved by FPO's shareholders on September 26, 2017. GOV acquired FPO for a total value of approximately $1.4 billion. The cash consideration paid to FPO shareholders was $11.15 per FPO common share, or approximately $652 million in aggregate.
About Government Properties Income Trust
GOV is a real estate investment trust, or REIT, which primarily owns properties located throughout the United States that are majority leased to the U.S. Government and other government tenants and office properties in the metropolitan Washington, D.C. market area that are leased to government and private sector tenants. GOV is
A Maryland Real Estate Investment Trust with transferable shares of beneficial interest listed on the Nasdaq.
No shareholder, Trustee or officer is personally liable for any act or obligation of the Trust.
managed by the operating subsidiary of The RMR Group Inc. (Nasdaq: RMR), an alternative asset management company that is headquartered in Newton, Massachusetts.
(End)

text: Christopher Ranjitkar

text: Government Properties Income Trust

text: First Potomac Realty Trust

text: Government Properties Income Trust

text: GOV

text: First Potomac Realty Trust

text: GOV

text: Government Properties Income Trust

text: GOV

text: GOV

text: The RMR Group Inc.


text:
EX-99.1
3
phot_ex991.htm
PRESS RELEASE
Blueprint
Exhibit 99.1
GrowLife, Inc. Announces Acquisition of Renowned Commercial
Cannabis Cultivation Equipment Supplier EZ-CLONE Enterprises,
Inc.
Hydroponics Supplier Specializing in the Cannabis Industry Acquires
Cloning Leader EZ-CLONE Enterprises, a Manufacturer of Indoor Plant
Cultivation Equipment
KIRKLAND, Wash. - October 16, 2018 -
GrowLife, Inc.
(OTCQB: PHOT), one of the
nation's most
recognized indoor cultivation product
and service providers, today announced that it has completed a
transaction to acquire a majority share of
EZ-CLONE Enterprises, Inc.
(EZ-CLONE). EZ-CLONE is the
manufacturer of multiple award-winning products specifically
designed for the commercial cloning and propagation stage of indoor
plant cultivation including cannabis, food, and other hydroponic
farming. The transaction aligns with the Company's strategic
vision of servicing the burgeoning cannabis cultivation
market.
"This acquisition is one of the most significant milestones
for GrowLife to-date, allowing us to further expand
GrowLife's product and service offering portfolio with the
backing of this renowned company", said
GrowLife CEO Marco Hegyi.
"EZ-CLONE has become synonymous with the highest quality
cloning products in the industry and has become the standard in
cloning and propagation among industry leaders and experts.
GrowLife's mission is to support the entire process of
cannabis cultivation and help our customers to grow in the most
efficient and cost-effective manner. EZ-CLONE's product line
perfectly fits with our vertical commercial grow system and will
provide our customers with the ultimate cultivation infrastructure
from clone to harvest".
In recent months, the Company has put a substantial amount of focus
and resources toward the expansion of its product portfolio in
conjunction with its sales and marketing footprint. GrowLife
Innovations, the product development division of the company, has
begun testing a vertical commercial grow system that is designed to
decrease the production costs of cannabis cultivation while
rendering the highest quality product possible. This acquisition
plays an important role in this strategy by offering customers a
solution for all areas of cannabis cultivation as well as creates
new possibilities for customer acquisition and cross brand sales
channels.
1
"We couldn't be more excited to join such a reputable
and innovative company as GrowLife", said Billy Blackburn,
CEO of EZ-CLONE. "The EZ-CLONE company is a 20+ year industry
veteran. Putting our company in the right hands demanded us to pick
the right partner and GrowLife was and continues to be my first
choice. The GrowLife team is trustworthy and knowledgeable and can
help propel EZ-CLONE to its highest growth potential
possible. GrowLife and EZ-CLONE share common values including
putting our customers first. GrowLife's mission of helping their
commercial cultivators become more efficient and cost effective, as
well as their belief in the importance of solid fiscal management
that supports intensified growth in this robust industry, further
highlights how GrowLife is the right company to align with.
Introducing our award-winning products and our new EZ-CLONE
commercial cloning system to GrowLife's customer base, which spans
across North America, is a no-brainer and will create an equipment
supply company capable of servicing the entire plant cultivation
operation, from clone to harvest. We look forward to creating
a cultivation powerhouse together".
The company will be updating its website and including the
transaction in its investor presentation in the coming days.
Additionally, the CEO will comment on the transaction during an
upcoming virtual investor presentation to be held online on October
18, 2018 at 10 a.m. EST. More Information on viewing the
presentation can be found
here. The event, including presentations,
will be available for on-demand replay following the conclusion of
the conference.
As recently announced, GrowLife has expanded into the Canadian
market which scheduled to legalize adult use cannabis on October
17, 2018. Deloitte estimates the Canadian cannabis market has a
base retail value between
$4.9 billion to $8.7 billion, which would rival the size of the $5
billion Canadian spirits market. When ancillary services such as
those offered by GrowLife are factored into the overall value of
the Canadian cannabis industry, Deloitte estimates the base retail
value of the Canadian cannabis market will expand to between $12.7
billion and $22.6 billion. GrowLife aims to be a primary provider
of ancillary products and services to service growers, testing
labs, lighting, and security systems throughout North
America.
For more information about GrowLife, including the CEO's most
recent video statement, visit the company's
website.
Products can be purchased at
ShopGrowLife.com.
2
###
About GrowLife, Inc.
GrowLife, Inc.
(PHOT) aims to become the
nation's largest cultivation service provider for cultivating
organics, herbs and greens and plant-based medicines. Our mission
is to help make our customers successful. Through a network of
local representatives covering the United States and Canada,
regional centers and its e-Commerce team, GrowLife provides
essential goods and services including media, industry-leading
hydroponics and soil, plant nutrients, and thousands more products
to specialty grow operations. GrowLife is headquartered in
Kirkland, Washington and was founded in 2012.
About EZ-CLONE Enterprises, Inc.
This U.S. company sells solutions for hydroponic and aeroponic
systems around the world. EZ-Clone provides a lifetime warranty on
the quality of their products. EZ-CLONE won awards in the industry
for "Best aeroponic machine for vegetative propagation"
and "Best New Product for Gardening".
Public Relations Contact:
CMW Media
Cassandra Dowell, 858-264-6600
cassandra@cmwmedia.com
www.cmwmedia.com
Investor Relations Contact:
info@growlifinc.com
206-483-0059
3

text: GrowLife, Inc.

text:
EZ-CLONE Enterprises,
Inc.

text: GrowLife, Inc.

text: EZ-CLONE Enterprises, Inc.

text: Billy Blackburn

text: GrowLife, Inc.

text: GrowLife, Inc.

text: EZ-CLONE Enterprises, Inc.