text:
EX-99.1
2
rcat0512form8kexh99_1.htm
EXHIBIT 99.1
Exhibit 99.1
Red Cat Completes Skypersonic Acquisition
HUMACAO, Puerto Rico March 11, 2021 /PRNewswire/
- Red Cat Holdings, Inc. (Nasdaq: RCAT) ("Red Cat" or the "Company"),
a
hardware enabled software provider, closed the acquisition of Skypersonic which enables drones to "Fly Anywhere" and "Inspect
the Impossible". Its Skyloc software system allows a drone to complete inspection services in locations where GPS is not available,
yet still record and transmit inspection data even while being operated from thousands of miles away. Skycopter is a miniature drone fitted
into a cage to avoid damage to inspected areas and the drone, and is ideally suited for environments where a manual inspection is not
practical or possible.
"Skypersonic Skycopter inspecting an Automotive Plant Production Line"
"The Inspection and Survey Market is a $21
billion industry and drones can provide these services more efficiently, quicker, and at a lower cost" stated Jeffrey Thompson,
Chief Executive Officer of Red Cat Holdings. "Industry leaders like General Motors and Aramco are already customers of Skypersonic
and we expect their customer base to grow significantly over the next twelve months".
"We have allocated a portion of our recently
completed financing to building an enterprise sales force which will be focused on increasing market awareness of the compelling solutions
offered by Skypersonic" noted Joseph Hernon, Chief Financial Officer. "We believe that Skypersonic will be a significant contributor
to revenue growth in our new fiscal year which started on May 1, 2021".
About Skypersonic Inc.
Skypersonic Inc., is a provider of drone products
and software solutions designed to "Fly Anywhere" and "Inspect the Impossible". Its patented software and hardware
solutions allow for inspection services in restricted spaces where GPS is not allowed or available. Skycopter is a miniature drone fitted
into a cage to avoid damage to inspected areas and the drone. Skyloc is a stand-alone, real time, software system which enables the drone
to record and transmit inspection data while being operated from thousands of miles away. Skypersonic's intellectual property portfolio
includes US and European patents.
About Red Cat Holdings, Inc.
Red Cat provides products, services and solutions
to the drone industry through its three wholly owned subsidiaries. Fat Shark Holdings is the leading provider of First Person View
(FPV) video goggles to the drone industry. Rotor Riot, LLC is a leader in the sale of FPV drones and equipment, primarily to the
consumer marketplace through its digital storefront located at
www.rotorriot.com
. Rotor
Riot enjoys high visibility in social media through its Facebook page and its sponsorship of a professional drone racing team which has
won numerous championships. Red Cat Propware is developing a Software-as-a-Solution ("SaaS") platform to provide drone
flight data analytics and storage, as well as diagnostic products and services.]. Learn more at
https://www.redcatholdings.com/
.
Forward Looking Statements
This press release contains "forward-looking
statements" that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained
in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by
the use of words such as "anticipate", "believe", "contemplate", "could", "estimate,"
"expect", "intend", "seek", "may", "might", "plan", "potential,"
"predict", "project", "target", "aim", "should", "will" "would,"
or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking
statements are based on Red Cat Holdings, Inc.'s current expectations and are subject to inherent uncertainties, risks and assumptions
that are difficult to predict. Further, certain forward-looking statements are based on assumptions as to future events that may not prove
to be accurate. These and other risks and uncertainties are described more fully in the section titled "Risk Factors" in the
final prospectus related to the public offering filed with the Securities and Exchange Commission. Forward-looking statements contained
in this announcement are made as of this date, and Red Cat Holdings, Inc. undertakes no duty to update such information except as required
under applicable law.
Contact:
Chad Kapper
Phone: (818) 906-4701
E-mail:
Investors@redcat.red
Website:
https://rotorriot.com
Investor Relations Contact
Bruce Haase
RedChip Companies
Phone: (407) 712-8965
Email:
bruce@redchip.com

text: Red Cat

text: Skypersonic

text: Red Cat Holdings, Inc.

text: Red Cat

text: Skypersonic

text: Skypersonic

text: Jeffrey Thompson

text: Skypersonic

text: Skypersonic

text: Joseph Hernon

text: Skypersonic

text: Skypersonic

text: Skypersonic

text: Skypersonic

text: Red Cat Holdings, Inc.

text: Red Cat

text: Red Cat

text: Red Cat Holdings, Inc.

text: Red Cat Holdings, Inc.


dataset: buster

text:
EX-99.1
2
exhibit1.htm
EX-99.1
EX-99.1
Contact:
Joe Patterson
Vice President, Director of Corporate Communications
717-735-5651 (office), 717-940-2759 (mobile) or
jpatterson@sterlingfi.com
FOR IMMEDIATE RELEASE
Bay First Bank to Serve Cecil and Harford Counties in Maryland
NORTH EAST, MD (October 27, 2006) - North East based First National Bank of North East and
Bel Air, Md., based Bay Net A Community Bank have come together to serve Cecil, Harford and
neighboring counties in Maryland under the new name Bay First Bank. This follows the closing
today of the acquisition of Bel Air based Bay Net Financial, Inc., by Sterling Financial
Corporation (NASDAQ: SLFI) of Lancaster, Pa.
"With Bay First Bank, we have an organization that is committed to serving existing and emerging
markets with the same personal attention to detail that has gained both banks a solid presence
in northern Maryland", said Michael P. Gavin, the president and chief executive officer of Bay
First Bank. "The union of these two well-established institutions allows us to focus even more
on delivering a broad base of financial services to individuals and businesses. We are proud of
the success of both Bay Net and First National Bank of North East and look forward to operating
under the Bay First Bank name".
Sterling announced its plans to purchase Bay Net Financial on March 31, 2006. The closing today
followed board and regulatory approvals.
Gavin said existing First National Bank of North East and Bay Net signs are being changed to Bay
First Bank at the bank's six branches: two in Elkton, two in North East, one in Bel Air and one
in Perryville.
North East will be the headquarters for Bay First Bank, and a local board will be made up of
directors from First National Bank of North East and Bay Net A Community Bank.
Gavin said the name Bay First Bank was chosen after gathering input from customers, prospective
customers and employees. "It reflects the heritage of both banks as well as the Chesapeake Bay
- the most prominent geographic feature in this region", Gavin added.
With assets of approximately $3.1 billion and investment assets under administration of
$2.8 billion, Sterling Financial Corporation (NASDAQ: SLFI) is a diversified financial services
company based in Lancaster, Pa. Sterling Banking Services Group affiliates offer a full range
of banking services in south-central Pennsylvania, northern Maryland and northern Delaware; the
group also offers correspondent banking services in the mid-Atlantic region to other companies
within the financial services industry. Sterling Financial Services Group affiliates provide
specialty commercial financing; fleet and equipment leasing; investment, trust and brokerage
services; insurance services; and human resources consulting services. Visit
www.sterlingfi.com
for more information.
Banking Services Group
-
Banks:
Pennsylvania:
Bank of Lancaster County,
N.A.; Bank of Lebanon County; PennSterling Bank; and Pennsylvania State Bank.
Pennsylvania
and Maryland
: Bank of Hanover and Trust Company.
Maryland:
Bay First bank
(formerly Bay First A Community Bank and First National Bank of North East).
Delaware:
Delaware Sterling Bank & Trust Company.
Correspondent banking services
:
Correspondent Services Group (provider of Sterling services to other financial institutions).
Financial Services Group
-
Specialty commercial financing:
Equipment Finance LLC
(commercial financing company for the forestry, land clearing and construction industries).
Fleet and equipment leasing:
Town & Country Leasing, LLC (nationwide fleet and
equipment leasing company).
Trust, investment and brokerage services:
Sterling
Financial Trust Company (trust and investment services), Church Capital Management, LLC
(registered investment advisor) and Bainbridge Securities Inc. (securities broker/dealer).
Insurance services:
Lancaster Insurance Group, LLC (independent insurance agency for
personal, property and business insurance); StoudtAdvisors (employee benefits consulting and
brokerage firm); and Sterling Financial Settlement Services, LLC (title insurance agency).
Human resources consulting:
Professional Services Group (human resources consulting
services provider for small to medium size businesses).
This news release may contain forward-looking statements as defined by the Private Securities
Litigation Reform Act of 1995. Actual results and trends could differ materially from those set
forth in such statements due to various factors. Such factors include costs and efforts required
to integrate aspects of the operations of the companies being more difficult than expected,
anticipated merger-related synergies not being achieved timely or not being achieved at all, the
possibility that increased demand or prices for Sterling's financial services and products may
not occur, changing economic and competitive conditions, volatility in interest rates,
technological developments, costs associated with complying with laws, rules and regulations,
and other risks and uncertainties, including those detailed in Sterling's filings with the
Securities and Exchange Commission.
###

label: person

text: Joe Patterson

label: organization

text: Bay Net Financial, Inc.

text:
Sterling Financial
Corporation

text: Sterling

text: Bay Net Financial

text: Sterling Financial Corporation

text: Sterling

text: Sterling

text: Sterling

text: Sterling

text: Sterling

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
7
g16932exv99w1.htm
EX-99.1
EX-99.1
Exhibit 99.1
Media:
Investors:
Will Flower
Ed Lang
(954) 769-6392
(954) 769-3591
or
James P. Zeumer
Tod Holmes
(480) 627-2785
(954) 769-2387
For Both:
Chuck Burgess
The Abernathy MacGregor Group
(212) 371-5999
REPUBLIC SERVICES AND ALLIED WASTE COMPLETE MERGER TO
FORM LEADING ENVIRONMENTAL SERVICES COMPANY
Fort Lauderdale, Fla. and Phoenix (December 5, 2008)
- Republic Services, Inc. (NYSE: RSG) and
Allied Waste Industries, Inc. (NYSE: AW) today announced that they have completed their merger to
create one of the nation's leading waste and environmental services providers. The combined
company, which will be based in Phoenix, is named Republic Services, Inc. and trades under the
ticker symbol "RSG" on The New York Stock Exchange. As of the close of market on December 5,
Allied Waste stock will be delisted and will no longer trade on the NYSE.
The merger creates a company with expected pro forma annual revenue of approximately $9 billion and
a total market capitalization of approximately $8 billion. The combined company has more than
35,000 employees serving more than 13 million customers in 40 states and Puerto Rico. The company
is expected to generate more than $150 million in pre-tax annual synergies by 2011.
"Today marks an exciting new beginning for Republic Services and the entire environmental services
industry", said Jim O'Connor, Chairman and Chief Executive
-1-
Officer of Republic Services. "We are looking forward to combining the best practices,
complementary assets and experienced executives from two great companies to enhance our leadership
position. This is an outstanding opportunity for us to better serve our customers, provide
enhanced opportunities to our employees and create shareholder value".
Don Slager, President and Chief Operating Officer of Republic Services and former President and
Chief Operating Officer of Allied, added, "We have the strategy, people and resources in place to
rapidly realize the value of the transaction for customers, shareholders and employees. Our
integration teams have worked very hard to prepare for this day, and we have thorough plans in
place to ensure our customers and employees experience a seamless transition".
Transaction Terms
Under the terms of the agreement, Allied shareholders will receive 0.45 shares of Republic common
stock for each share of Allied common stock held. Republic is issuing approximately 196 million
shares of common stock to Allied shareholders, representing approximately 52% ownership of the
combined company. In connection with the transaction, Republic has put in place a new unsecured
senior credit facility. The existing senior notes of both Republic and Allied will remain
outstanding. Republic's unsecured corporate credit and all of the senior notes have been assigned
investment grade ratings.
James E. O'Connor continues as Chairman and Chief Executive Officer of the combined company, while
Don Slager has become President and Chief Operating Officer. Tod Holmes continues as the company's
Chief Financial Officer.
The Board of Directors of the combined company will consist of 11 members, including Mr. O'Connor,
five independent directors from the former Republic board of directors and five independent
directors from the former Allied board of directors.
-2-
Merrill Lynch & Co. acted as financial advisor to Republic Services. Akerman Senterfitt, DLA Piper
US LLP and Wachtell Lipton Rosen & Katz served as legal advisors to Republic Services. UBS
Investment Bank acted as financial advisor to Allied Waste. Mayer Brown LLP served as legal
advisor to Allied Waste.
About Republic Services, Inc.
Republic Services, Inc. is a leading provider of solid waste collection, transfer and disposal
services in the United States. The Company's operating units are focused on providing solid waste
services for commercial, industrial, municipal and residential customers.
Information Regarding Forward-Looking Statements
Certain statements and information included herein constitute "forward-looking statements" within
the meaning of the Federal Private Securities Litigation Reform Act of 1995. Any such
forward-looking statements contained herein are based on current expectations, but are subject to a
number of risks, uncertainties, and other factors that may cause actual results to differ
materially from expectations expressed in such forward-looking statements, many of which are beyond
the control of Republic. Such risks, uncertainties and other factors include: regulatory and
litigation matters and risks, legislative developments, changes in tax and other laws, the effect
of changes in general economic conditions, risks that the combined company may not achieve
anticipated synergies or that the acquisition may not be accretive to earnings in the anticipated
time frame, or at all, risks that the combined company may not generate expected cash flows, as
well as risks relating to the business and operations of Republic included in its filings with the
Securities and Exchange Commission. Shareholders, potential investors and other readers are urged
to consider these factors carefully in evaluating our forward-looking statements and are cautioned
not to place undue reliance on forward-looking statements. The forward-looking statements made
herein are only made as of the date of this press release and the parties hereto undertake no
obligation to publicly update these forward-looking statements to reflect subsequent events or
circumstances.
# # #
-3-

text: REPUBLIC SERVICES

text: ALLIED WASTE

text: Republic Services, Inc.

text: Allied Waste Industries, Inc.

text: Republic Services, Inc.

text: Allied Waste

text: Republic Services

text: Republic Services

text: Don Slager

text: Republic Services

text: Don Slager

text: Merrill Lynch & Co.

text: Republic Services

text: Akerman Senterfitt

text:
DLA Piper
US LLP

text: Wachtell Lipton Rosen & Katz

text: Republic Services

text:
UBS
Investment Bank

override: organization

text: Allied Waste

text: Mayer Brown LLP

text: Allied Waste

text: Republic Services, Inc.

text: Republic Services, Inc.


text:
EX-99.1
13
v207089_ex99-1.htm
Exhibit
99.1
Transgenomic
Announces Closing of the Acquisition of Clinical Data's Diagnostic Business and
the Closing of a $6 Million Financing
OMAHA, Nebraska
(December 29,
2010) - Transgenomic, Inc. (OTCBB: TBIO) announced today that it has closed the
acquisition of Clinical Data, Inc.'s (NasdaqGM: CLDA) diagnostic business with a
sales price of $15.5 million. In addition, the company has closed on
a $6.0 million financing from Third Security, LLC, a leading life sciences
investment firm, to fund the cash portion of Transgenomic's acquisition of
Clinical Data's diagnostic business. This strategic acquisition
provides Transgenomic with proprietary genetic commercial tests that have an
established revenue base, proprietary biomarker assays, an additional a fully
integrated CLIA-certified laboratory operation, and established test
reimbursement and coverage policies that offer access to testing for an
estimated 280 million patients.
Under the
terms of the financing with Third Security, the Company has issued an aggregate
of 2,586,205 shares of the Company's newly created Series A convertible
preferred stock to certain affiliates of Third Security for an aggregate
purchase price of $6.0 million. Additionally, the Company issued such affiliates
of Third Security warrants to purchase an aggregate of up to 1,293,102 shares of
Series A preferred stock at an exercise price of $2.32 per share. The
Series A preferred shares issuable pursuant to the purchase agreement and upon
exercise of the warrants are convertible into shares of the Company's common
stock at a conversion price of $0.58 per share, for an aggregate of 15,517,228
million shares of common stock. Upon full exercise of the warrants,
Transgenomic will receive approximately $3.0 million.
Commenting
on the acquisition of Clinical Data's diagnostic business, Craig Tuttle, Chief
Executive Officer of Transgenomic, said, "We are very excited about the
acquisition, which strengthens our molecular diagnostics position in the
marketplace, expands our commercial operation with an accomplished team that
will improve our competitive position, and enhances our customer support and
patient care capabilities. We are also very excited about building a strategic
relationship and having the support of such a respected investor as Third
Security and Randal Kirk. Their knowledge of our industry will be
beneficial in catapulting Transgenomic into the top tier of diagnostic
providers".
Commenting on the investment, Randal
Kirk, Senior Managing Director and Chief Executive Officer of Third Security,
LLC said, "Transgenomic's strong management team, broad product offering, and
state-of-the-art technology position the Company for growth in a significant and
underserved market. We look forward to working with Craig Tuttle and his
management team to help Transgenomic expand and realize its growth
plans."
Griffin
Securities, Inc. acted as financial adviser and placement agent to Transgenomic,
Inc. on this transaction.
About
Transgenomic, Inc.
Transgenomic,
Inc. develops and markets molecular diagnostic technologies, tests, and services
for oncology, cardiology, hematology, inherited disorders, and diseases of
aging. The Company is advancing the analysis of DNA and RNA at the
molecular level, making it possible to detect disease more accurately at earlier
stages, bringing improvements in the quality of patient care and lowering the
costs of disease management. To learn more, please visit the
Company's website at www.transgenomic.com.
Forward
Looking Statements
Certain
statements in this press release may constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
statements relate to a variety of matters, including but not limited to: the
benefits and synergies expected to result from the asset acquisition; the
anticipated customer base for Transgenomic following the completion of the asset
acquisition; and other statements that are not purely statements of historical
fact. These forward-looking statements are made on the basis of the current
beliefs, expectations and assumptions of the management of Transgenomic and are
subject to significant risks and uncertainty. Investors are
cautioned not to place undue reliance on any such forward-looking statements. All
such forward-looking statements speak only as of the date they are made, and
Transgenomic undertakes no obligation to update or revise these statements,
whether as a result of new information, future events or
otherwise. Factors that could cause actual results to differ
materially from the forward-looking statements contained herein include, but are
not limited to: any operational or cultural difficulties associated with the
integration of the assets being acquired; potential adverse reactions or changes
to business relationships resulting from the announcement or completion of the
asset acquisition; unexpected costs, charges or expenses resulting from
the asset acquisition; litigation or adverse judgments relating to
the asset acquisition; risks relating to the consummation of the
asset acquisition, including the failure to realize synergies and cost savings
from the transaction or delay in realization thereof; any difficulties
associated with requests or directions from governmental authorities resulting
from their reviews of the transaction; and any changes in general economic
and/or industry-specific conditions. Additional factors that could cause actual
results to differ materially from those described in the forward-looking
statements are set forth in the Annual Report on Form 10-K of Transgenomic for
the year ended December 31, 2009, which was filed with the Securities and
Exchange Commission ("SEC") on February 25, 2010, under the heading "Item
1A-Risk Factors" and in subsequent reports on Forms 10-Q and 8-K and other
filings made with the SEC by Transgenomic.
Contact
Transgenomic,
Inc.
Brett
Frevert, 1-402-452-5400
Chief
Financial Officer

text: Transgenomic

text: Clinical Data

text: Transgenomic, Inc.

text: Clinical Data, Inc.

label: fund

text: Third Security, LLC

text: Transgenomic

text: Clinical Data

text: Transgenomic

text: Transgenomic

text: Clinical Data

text: Craig Tuttle

text: Transgenomic

text: Transgenomic

text:
Third Security,
LLC

text: Transgenomic

text: Craig Tuttle

text: Transgenomic

text:
Griffin
Securities, Inc.

text:
Transgenomic,
Inc.

text: Transgenomic, Inc.

text:
Transgenomic,
Inc.

text: Transgenomic

text: Transgenomic

text: Transgenomic

text: Transgenomic

text: Transgenomic

text:
Transgenomic,
Inc.


text:
EX-99.1
14
f8k022613ex99i_car.htm
PRESS RELEASE
f8k022613ex99i_car.htm
Exhibit 99.1
CarCharging Acquires Beam Charging, New York City's Largest Electric Vehicle Charging Service Provider
¾¾¾¾¾¾¾¾¾¾¾
Consolidation of Electric Car Charging Networks Establishes CarCharging as the Dominant Player in New York's EV Charging Market
February 28, 2013
-
MIAMI BEACH, FL
- Car Charging Group, Inc. (OTCQB: CCGI) ("CarCharging"), a nationwide provider of convenient electric vehicle (EV) charging services, announced the closing of the acquisition of Beam Charging, LLC ("Beam"). Founded in 2010 and based in New York City, Beam is the largest EV charging service provider in the New York City metro area.
Together, CarCharging and Beam operate the majority of all EV charging points throughout New York City, and have existing agreements with Central Parking, and Icon Parking, as well as Simon Properties. Beam's partnerships with additional garage companies, such as Garage Management Company, Sylvan Parking, and Imperial Parking, expands CarCharging's current list of more than 45 strategic partnerships including retail, multifamily residential and commercial property owners, municipalities, and parking garage management companies. Beam provides CarCharging with over 400 additional parking garages under contract in New York City, and the combined entity is positioned to provide the largest EV charging infrastructure to EV drivers in New York and beyond. In addition to CarCharging's nationwide network of EV charging stations, CarCharging and Beam overlap in areas, such as Boston, Massachusetts and Washington, D.C., and are now jointly expanding into Philadelphia, Pennsylvania.
"As New York expands its environmental initiatives and aims to become a national leader in the EV market, as announced by Mayor Bloomberg earlier this month, we are proud to continue to serve as the leader in EV charging services", said Michael D. Farkas, CEO of CarCharging. "Through the consolidation of CarCharging and Beam's EV charging network, we will be the dominant player in the New York EV charging market, and we anticipate expanding even further".
With the acquisition complete, former CEO of Beam, Joseph Turquie, becomes the Chief Marketing Officer of CarCharging. Mr. Turquie will be based in New York, and will contribute to CarCharging's European operations.
"We are delighted to combine Beam's EV charging facilities with those of CarCharging", said Joseph Turquie. "We are confident that by merging the companies, we will be able to expand our operations throughout the state, as well as grow the overall market".
Both CarCharging and Beam utilize EV charging stations manufactured by ChargePoint
®
, which provide 240 volts with 32 amps of power to quickly recharge an EV's battery. EV drivers can easily request CarCharging's evCharge card online to initiate use and payment at any intelligent CarCharging station. The CarCharging card also allows drivers to use charging locations on the ChargePoint
®
Network,
the largest national online network connecting EV drivers to EV charging stations.
Users can pinpoint EV charging station locations using the CarCharging map at www.CarCharging.com. The ChargePoint
®
mobile application for iPhone, Android, and Blackberry phones also provides real-time charging station location information with turn-by-turn directions.
About Car Charging Group, Inc.
Car Charging Group, Inc. (OTCQB: CCGI) is a pioneer in nationwide public electric vehicle (EV) charging services at accessible and convenient locations. Headquartered in Miami, Florida with offices in California, Canada, and Spain, CarCharging is committed to creating a robust, feature-rich network for EV charging. CarCharging typically pays for all hardware, installation, maintenance and related services; therefore, eliminating initial capital costs for all property owners.
Page 1 of 2
CarCharging has more than 45 strategic partnerships across various business sectors. CarCharging's partners manage or own a total of 6.5 million parking spaces, and include, but are not limited to Ace Parking, Central Parking, Equity One, Equity Residential, Walgreens, New York State Environmental Research and Development Authority, City of Miami Beach, and the City of Norwalk, Connecticut. CarCharging's services utilize EV charging stations manufactured by ChargePoint®.
For more information about CarCharging, please visit
www.CarCharging.com
.
For more information about Beam Charging, please visit
www.BeamCharging.com
.
Forward-Looking Safe Harbor Statement:
This press release contains forward-looking statements as defined within Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. By their nature, forward-looking statements and forecasts involve risks and uncertainties because they relate to events and depend on circumstances that will occur in the near future. Those statements include statements regarding the intent, belief or current expectations of Car Charging Group, Inc., and members of its management as well as the assumptions on which such statements are based. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed conditions.
Investor Relations and Media Contacts:
CarCharging Media Contact:
CarCharging Investor Relations:
Suzanne Tamargo
Constellation Asset Advisors, Inc.
Suzanne@CarCharging.com
www.ConstellationAA.com
(305) 521-0200 x 214
(415) 524-8500
###
Page 2 of 2

text: CarCharging

text: Beam Charging

text: CarCharging

text: Car Charging Group, Inc.

text: CarCharging

text: Beam Charging, LLC

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: Michael D. Farkas

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: Car Charging Group, Inc.

text: Car Charging Group, Inc.

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: CarCharging

text: Beam Charging

text: Car Charging Group, Inc.

text: CarCharging

text: CarCharging


text:
EX-99.1
39
v107565_ex99-1.htm
Perma-Fix
Completes Sale of Dayton Industrial Facility for $2.1
Million
ATLANTA
- March 17, 2008 - Perma-Fix Environmental Services, Inc. (NASDAQ:
PESI)
today
announced that it has completed the sale of Perma-Fix of Dayton, Inc., one
of
the company's Industrial Segment facilities located in Dayton, Ohio, to OGM,
LTD. for approximately $2.1 million in cash, subject to certain possible working
capital adjustments within 90 days of closing, and the assumption of certain
liabilities. OGM, LTD. is an environmental services company located in Columbus,
Ohio.
Dr.
Louis
F. Centofanti, Chairman and Chief Executive Officer, stated, "The sale of
Perma-Fix of Dayton marks the second industrial facility we have sold this
year.
We are moving forward with the planned sale of our remaining facilities in
a
systematic way, in order to maximize value from these assets. We plan to use
the
proceeds of this transaction to further enhance our balance sheet as we
concentrate our efforts on the growth opportunities within our Nuclear
Segment."
About
Perma-Fix Environmental Services
Perma-Fix
Environmental Services, Inc. is a national environmental services company,
providing unique mixed waste and industrial waste management services. The
Company has increased its focus on the nuclear services segment, which provides
radioactive and mixed waste treatment services to hospitals, research
laboratories and institutions, numerous federal agencies including DOE and
the
U.S. Department of Defense and nuclear utilities. The industrial services
segment provides hazardous and non-hazardous waste treatment services for a
diverse group of customers including Fortune 500 companies, numerous federal,
state and local agencies and thousands of smaller clients.
This
press release contains "forward-looking statements" which are based largely on
the Company's expectations and are subject to various business risks and
uncertainties, certain of which are beyond the Company's control.
Forward-looking statements include, but are not limited to, divestiture of
other
facilities within our Industrial Segment, planned sale of our remaining
facilities within our Industrial Segment in a systematic way in order to
maximize value from these assets and once we complete the divestiture of our
Industrial Segment it should enhance our balance sheet and allow us to focus
our
efforts on the opportunities within the Nuclear Segment. These forward-looking
statements are intended to qualify for the safe harbors from liability
established by the Private Securities Litigation Reform Act of 1995. While
the
Company believes the expectations reflected in this news release are reasonable,
it can give no assurance such expectations will prove to be correct. There
are a
variety of factors which could cause future outcomes to differ materially from
those described in this release, including, without limitation, future economic
conditions; industry conditions; competitive pressures; and the additional
factors referred to under "Special Note Regarding Forward-Looking Statements"
of
our 2006 Form 10-K and the Forward-Looking Statements discussed in our Forms
10-Q for the quarter ending March 31, 2007, June 30, 2007, and September 30,
2007. The Company makes no commitment to disclose any revisions to
forward-looking statements, or any facts, events or circumstances after the
date
hereof that bear upon forward-looking statements.
Please
visit us on the World Wide Web at http://www.perma-fix.com.
Contacts:
Dr.
Louis F. Centofanti, Chairman and CEO
David
K. Waldman-US Investor Relations
Perma-Fix
Environmental Services, Inc.
Crescendo
Communications, LLC
(770)
587-5155
(212)
671-1020 x101
Herbert
Strauss-European Investor Relations
herbert@eu-ir.com
+43
316
296 31

text: Perma-Fix

text: Perma-Fix Environmental Services, Inc.

text: Perma-Fix of Dayton, Inc.

text:
OGM,
LTD

text: OGM, LTD

text:
Louis
F. Centofanti

text:
Perma-Fix
Environmental Services, Inc.

text: Louis F. Centofanti

text:
Perma-Fix
Environmental Services, Inc.


text:
EX-99.1
3
a07-2505_1ex99d1.htm
EX-99.1
Exhibit
99.1
For
Immediate Release
January 22, 2007
BreitBurn
Energy Partners L.P. to Acquire Permian Basin Oil Properties
Los Angeles, CA. -
BreitBurn Energy Partners L.P. (NASDAQ: BBEP) (BreitBurn) announced today it
has signed a definitive agreement to acquire high quality oil properties in the
Permian Basin of West Texas for approximately $29.0 million from Voyager Gas
Corporation. BreitBurn is acquiring the Lazy JL Field, which has total proved
reserves of approximately 2 million barrels of oil equivalent (MMboe) and a
reserve life index in excess of 18 years. The acquisition is subject to
customary closing conditions and purchase price adjustments (based on an
effective date of January 1, 2007) and is expected to close by January 25,
2007.
BreitBurn expects
the acquisition, which will be financed through borrowings under the
partnership's existing credit facility, will be immediately accretive to 2007
distributable cash flow per unit.
Hal Washburn,
BreitBurn's Co-Chief Executive Officer said, "This acquisition is consistent
with our strategy of acquiring long-lived assets with predictable production
from established fields. By adding these
properties, we geographically diversify our asset base and establish a presence
in the Permian Basin - an area where we see additional consolidation
opportunities. We are excited about the low-risk exploitation and development
upside potential associated with these assets and we are confident in our
technical abilities to maximize the associated returns. At the same time, we
continue to actively pursue other attractive acquisition targets that fit our
business model and which are capable of generating incremental cash flow for
our unitholders".
Additional
details of the Lazy JL Field acquisition:
·
Immediately
accretive to 2007 distributable cash flow per unit
·
Current
net production of approximately 300 boed (after royalties)
·
98%
oil (averaging 38 degrees API); base decline averages 5% per year
·
Cash
flow stability achieved by hedging approximately 80% of expected production at
$59.25 per barrel through 2009
·
Low
operating costs of approximately $14.50 per net boe
·
Strong
operating control (100% working interest; 75% net revenue interest) maximizes
asset value
·
Seven
proved undeveloped drilling locations that BreitBurn intends to drill in 2008
and 2009
·
Extensive
original oil in place (33.3 MMbbl) provides opportunities for BreitBurn to
leverage its technical expertise and state-of-the-art production
technologies. With proved
ultimate recovery of 4.4 MMbbl, the remaining resource is 28.9 MMbbl
The partnership will provide additional details when
it reports fourth quarter and year-end results for 2006.
TD Securities represented Voyager Gas Corporation in
this transaction.
About BreitBurn Energy Partners
L.P.
BreitBurn
Energy Partners L.P. is an independent oil and gas limited partnership,
recently formed by a subsidiary of Provident Energy Trust, focused on the
acquisition, exploitation and development of oil and gas properties. BreitBurn's
assets consist primarily of producing and non-producing crude oil reserves
located in the Los Angeles Basin in California, the Wind River and Big Horn
Basins in central Wyoming, and, if this transaction closes as expected, the
Permian Basin in West Texas.
Cautionary Statement Relevant to Forward -Looking
Information for the Purpose of "Safe Harbor" Provisions of the Private
Securities Litigation Reform Act of 1995
This press
release contains forward-looking statements relating to the Partnership's
operations that are based on management's current expectations, estimates and
projections about its operations. Words such as "anticipates", "expects,"
"intends", "plans", "targets", "projects", "believes", "seeks", "schedules", "estimates"
and similar expressions are intended to identify such forward-looking
statements. These statements are not guarantees of future performance and
are subject to certain risks, uncertainties and other factors, some of which
are beyond our control and are difficult to predict. Therefore, actual
outcomes and results may differ materially from what is expressed or forecasted
in such forward-looking statements. The reader should not place undue
reliance on these forward-looking statements, which speak only as of the date
of this press release. Unless legally required, the Partnership undertakes no
obligation to update publicly any forward-looking statements, whether as a
result of new information, future events or otherwise.
Among the
important factors that could cause actual results to differ materially from
those in the forward-looking statements are crude oil and natural gas prices;
the competitiveness of alternate energy sources or product substitutes;
technological developments; potential disruption or interruption of the
Partnership's net production due to accidents or severe weather; the effects of
changed accounting rules under generally accepted accounting principles
promulgated by rule-setting bodies; and the factors set forth under the heading
"Risk Factors" incorporated by reference from our Prospectus filed pursuant to
Rule 424(b)(4) on October 5, 2006 (File No.333-134049),
Quarterly Report on Form 10-Q for the quarter
ended September 30, 2006, and other filings with the Securities and Exchange
Commission. Unpredictable or unknown factors not discussed herein
also could have material adverse effects on forward-looking statements.
Investor Relations Contact:
Pierre Hirsch, Kalt Rosen
& Co. (415) 397-2686
###

text:
BreitBurn
Energy Partners L.P.

text: BreitBurn Energy Partners L.P.

text: BreitBurn

text:
Voyager Gas
Corporation

text: BreitBurn

text: BreitBurn

text: BreitBurn

text: BreitBurn

text: BreitBurn

text: TD Securities

text: Voyager Gas Corporation

text:
BreitBurn Energy Partners
L.P.

text:
BreitBurn
Energy Partners L.P.

text: BreitBurn


text:
EX-99.1
3
ex99-1.htm
PRESS RELEASE ISSUED BY ACTIVECARE, INC. ON MARCH 12, 2012
ex99-1.htm
Exhibit 99.1
ActiveCare Acquires 4G Biometrics In Move to Address
Growing Needs of Diabetic Patients and Their Families
Blood glucose monitoring will further bolster the Company's CareCenter services and membership base
SALT LAKE CITY, March 13, 2012 -- ActiveCare, Inc. (OTCBB: ACAR), the service leader in telehealth and personal emergency response, today announced a definitive agreement to acquire 4G Biometrics, a technology company that enables healthcare and insurance providers as well as employers to manage risks and reduce costs associated with employees diagnosed with diabetes. The 4G Biometric acquisition allows ActiveCare to dramatically increase its membership base while gaining direct access to insurance and self-insured companies that are fully able to reimburse for ActiveCare's suite of products and services.
Diabetes trails only cardiovascular disease as the most expensive disease state to treat. 4G Biometrics helps diabetics manage their disease and avoid acute events that cost healthcare and insurance providers millions of dollars per year. It does this by providing near-real-time blood glucose monitoring through a Bluetooth - enabled technology. Data points with any irregularities are instantly communicated to individuals/careproviders based on profiles defined by medical providers in order to more effectively treat and prevent major health issues.
"We are excited to reach this agreement with 4G Biometrics", said Jim Dalton, CEO of ActiveCare. "The healthcare industry currently is not well positioned to effectively treat and prevent diabetes. 4G Biometrics has come up with a proven program that encourages patients and their employers to work together in battling the disease. This acquisition provides ActiveCare with another helpful service to offer our members. At home and on the go - our members and their families want the peace of mind that comes from knowing that ActiveCare is watching over them, 24 hours a day, seven days a week".
4G Biometrics is able to process patient blood glucose data that previously has not been available to physicians, care providers and medical staff. It can also generate a variety of reports detailing the clinical, biometric and financial performance of an employee group.
"ActiveCare is a perfect fit to take our company to the next level of client service", said Randy Gardner, CEO of 4G Biometrics. "Our clients will benefit from ActiveCare's CareCenter, which is staffed around the clock by CareSpecialists and registered nurses who maintain the medical histories of all members. They are prepared to answer any question and meet any need. This is particularly helpful for members trying to learn how to live with diabetes".
About ActiveCare
ActiveCare, Inc. is the service leader in telehealth and personal emergency response. Its CareCenter is staffed around the clock by highly trained specialists offering all manner of assistance, from help in emergencies to health monitoring and concierge services. Members reach the CareCenter through the Personal Assistance Link, ActiveCare's patented, one-button emergency cell phone. Other ActiveCare technologies include the Active Home, the ActivePortal and its ProActiveCare discharge planning solution. Headquartered in Salt Lake City, Utah, and publicly traded on the OTC Bulletin Board under symbol ACAR, ActiveCare is committed to providing consistent excellence in quality and safety
as well as friendly care for members and caregivers alike. To learn more about ActiveCare, Inc., visit www.activecare.com or contact investor/media relations at 877-862-5545.
Safe Harbor
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act. Our actual results could differ materially from those projected in these forward-looking statements, which involve a number of risks and uncertainties, including global economic conditions generally, the actual availability of funds under the equity line of credit, governmental regulation of our products, manufacturing and marketing risks, adverse publicity risks, and risks associated with our marketing expansion. The contents of this release should be considered in conjunction with the risk factors, warnings, and cautionary statements that
are contained in our most recent filings with the Securities and Exchange Commission.
Contact:
Jeff Peterson
801-259-2595
jpeterson@activecare.com

text: ACTIVECARE, INC.

text: ActiveCare

text: 4G Biometrics

text: ActiveCare, Inc.

text: 4G Biometrics

text: ActiveCare

text: ActiveCare

text: 4G Biometrics

text: 4G Biometrics

text: Jim Dalton

text: ActiveCare

text: 4G Biometrics

text: ActiveCare

text: ActiveCare

text: 4G Biometrics

text: ActiveCare

text: Randy Gardner

text: 4G Biometrics

text: ActiveCare

text: ActiveCare

text: ActiveCare, Inc.

text: ActiveCare

text: ActiveCare

text: ActiveCare

text: ActiveCare, Inc.


text:
EX-99.1
2
tm2129523d5_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Press Contact:
Investor Contact:
Trinseo
Trinseo
Dina Pokedoff
Andy Myers
Tel: +1 610-240-3307
Tel: +1 610-240-3221
Email:
dpokedoff@trinseo.com
Email:
aemyers@trinseo.com
Trinseo: Redomiciliation of Parent Company
Trinseo Announces Redomiciliation of Parent
Company from Luxembourg to Ireland
BERWYN, Pa - September 28, 2021 - Trinseo (NYSE: TSE),
a global materials solutions provider and manufacturer of plastics and latex binders, today announced that it has completed a transaction
to redomicile its parent company from Luxembourg to Ireland, by merger into an Irish public limited company, Trinseo PLC. The merger was
approved by shareholders at the Company's annual general meeting in June of this year.
As a result of the merger, all ordinary shares of Trinseo S.A. have
been exchanged for ordinary shares of Trinseo PLC on a one-for-one basis. Trinseo shares will continue to be listed on the New York Stock
Exchange (NYSE) under ticker symbol "TSE." No additional action by shareholders is necessary.
The merger is expected to result in benefits to Trinseo and its shareholders,
including simplifying regulatory requirements, increasing flexibility on capital deployment such as increased authority to issue new shares
or repurchase shares, providing dividend withholding tax benefits to shareholders and providing Trinseo with operational efficiencies
and reductions in its operating and administrative costs. In addition, the Company believes that the Irish regime represents a more flexible
and favorable legal and regulatory environment for the Company.
Trinseo will continue to conduct the same business operations as were
conducted prior to the merger. Furthermore, Trinseo remains subject to the U.S. Securities and Exchange Commission requirements and all
applicable corporate governance rules of the NYSE.
About Trinseo
Trinseo (NYSE:
TSE) is a global materials solutions provider and manufacturer of plastics and latex binders with a focus on delivering innovative, sustainable,
and value-creating products that are intrinsic to our daily lives. Trinseo is dedicated to making a positive impact on society by partnering
with like-minded stakeholders, and supporting the sustainability goals of our customers in a wide range of end-markets including automotive,
consumer electronics, appliances, medical devices, packaging, footwear, carpet, paper and board and building and construction. Trinseo
had approximately $3.0 billion in net sales in 2020 and has 26 manufacturing sites around the world and approximately 3,800 employees.
For more information, please visit:
www.trinseo.com
.
Note on Forward-Looking Statements
This press release may contain forward-looking statements including,
without limitation, statements concerning plans, objectives, goals, projections, strategies, future events or performance, and underlying
assumptions and other statements, which are not statements of historical facts or guarantees or assurances of future performance. Forward-looking
statements may be identified by the use of words like "expect", "anticipate", "intend", "forecast,"
"outlook", "will", "may", "might", "see", "tend", "assume", "potential,"
"likely", "target", "plan", "contemplate", "seek", "attempt", "should,"
"could", "would" or expressions of similar meaning. Forward-looking statements reflect management's evaluation
of information currently available and are based on our current expectations and assumptions regarding our business, the economy and other
future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes
in circumstances that are difficult to predict. Factors that might cause such a difference include, but are not limited to, those factors
discussed in our Annual Report on Form 10-K, under Part I, Item 1A -"Risk Factors" and elsewhere in our
other reports, filings and furnishings made with the U.S. Securities and Exchange Commission from time to time. As a result of these or
other factors, our actual results may differ materially from those contemplated by the forward-looking statements. Therefore, we caution
you against relying on any of these forward-looking statements. The forward-looking statements included in this press release are made
only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information,
future events or otherwise, except as otherwise required by law.

text: Trinseo PLC

text: Trinseo S.A.

text: Trinseo PLC


text:
EX-99
3
ex99-1.txt
EXHIBIT 99.1 - NEWS RELEASE
Exhibit 99.1
------------
[PARAGON LETTERHEAD] News
--------------------------------------------------------------------------------
FOR: PARAGON TECHNOLOGIES, INC.
CONTACTS: Len Yurkovic, President and CEO
610-252-3205
610-252-3102 (Fax)
www.ptgamex.com
PARAGON TECHNOLOGIES COMPLETES ASSET SALE OF ERMANCO
- - - - -
EASTON, PA -- August 8, 2005 -- Paragon Technologies, Inc. (AMEX:PTG), a leading
supplier of "smart" material handling solutions, including systems,
technologies, products and services, announced today that on August 5, 2005,
after receiving the approval of the Company's stockholders at a Special Meeting
of Stockholders held on August 3, 2005, the Company completed its previously
announced sale of substantially all of the assets and liabilities of Ermanco
Incorporated, Paragon's wholly-owned conveyor and sortation subsidiary located
in Spring Lake, Michigan, to TGW Transportgerate GmbH and its wholly owned
subsidiary, Malibu Acquisition, Inc. As a result of the completion of the sale,
the Company received cash consideration of approximately $23 million (subject to
a final working capital adjustment) in connection with the sale of substantially
all of the assets and liabilities of Ermanco.
As previously announced on May 23, 2005, the terms of the acquisition agreement
provided that TGW pay cash in the amount of $23 million (subject to working
capital adjustments) to the Company and assume certain liabilities of Ermanco.
In connection with the asset sale, the Company's Board received an opinion from
the Company's financial advisors, Boenning & Scattergood, Inc., that the
consideration received by Paragon in the transaction was fair from a financial
point of view to Paragon's stockholders.
Commenting on the transaction, Len Yurkovic, President and Chief Executive
Officer of Paragon Technologies said, "This transaction allows for a significant
redeployment of assets to address the needs of our core markets and our
investors. We are pleased with the support of our stockholders and wish to thank
our strategic transaction advisors, Board of Directors, and employees for their
dedication and effort to complete this transaction. We will continue to pursue
strategies intended to maximize stockholder value".
Ermanco, a manufacturer of Ermanco branded light to medium duty unit handling
and conveyor and sortation products, serving the material handling industry
through a network of approximately 100 experienced material handling equipment
distributors, was originally acquired by the Company on September 30, 1999.
The sale of Ermanco to TGW is the first major step in the Board of Paragon's
review of strategic alternatives announced earlier this year. The sale allows
the Company to focus its efforts and redirect its assets to potentially higher
growth markets, including markets served by the Company's SI Systems branded
Order Fulfillment technologies and SI Production & Assembly Systems branded
technologies. Paragon's Board plans to continue to pursue strategies intended to
maximize stockholder value.
Also, the Company's Board of Directors recently amended its existing stock
repurchase program by increasing the amount it has authorized management to
repurchase from up to $1,000,000 of the Company's common stock to up to
$5,000,000. The stock repurchases may, at the discretion of the Company's
management, be made from time to time on the open market or in privately
negotiated transactions. "The Board of Directors believes that the stock
repurchase program will allow the Company to take advantage of opportunities to
repurchase the Company's common stock at favorable prices in order to enhance
stock value", says Len Yurkovic, President and CEO.
[MORE]
We Build Productivity [LOGO]
--------------------------------------------------------------------------------
PARAGON TECHNOLOGIES, INC. o 600 Kuebler Road o Easton, PA 18040-9295
o 610.252.3205 o Fax 610.252.3102
www.ptgamex.com
[LOGO] Page 2
--------------------------------------------------------------------------------
Under the stock repurchase program, the Company may repurchase shares of its
common stock from time to time in compliance with SEC regulations and subject to
market conditions. The stock repurchase program does not require the Company to
acquire any specific number of shares, and the Company may terminate the program
at any time. Subject to the $5,000,000 limitation, of which approximately
$4,675,000 remains available for repurchases under the stock repurchase program,
the timing and quantity of any stock repurchases will be at the sole discretion
of the Company.
Paragon will continue to offer and sell products under its SI Systems Order
Fulfillment and SI Production & Assembly Systems brands, including material
handling solutions that address order fulfillment and unit assembly handling
applications.
The Company's SI Systems Order Fulfillment Systems capabilities have been
enhanced by providing sophisticated turnkey software and hardware products, and
fulfilling orders in distribution centers, ranging from health and beauty aids
to entertainment products in the music and computer fields. The Company has a
well established clientele in mail order operations, wholesale drug and chain
store drug distribution centers, and numerous other sophisticated warehouse
management operations.
The newly developed SINTHESIS(TM) Software Suite, offering 26 modules of
integrating software, enables expansion and growth potential in warehouse and
distribution management centers, beyond its current customer base. SINTHESIS(TM)
supports order fulfillment needs, from small manual systems to large
sophisticated systems, integrating proprietary as well as nonproprietary
products.
The Company's SI Production & Assembly Systems capabilities have enabled it to
become a market leader in serving customers in selected niches seeking
horizontal transport of unit load products. Its LO-TOW(R) Ergonomic Towline
Vehicle(TM) employs RFID (Radio Frequency Identification) technology to impart
ergonomic capability to the production of vehicles, ranging from golf carts,
motorcycles, and snowmobiles to the assembly of lawn mowers, motor assemblies,
and farming vehicles. This product line is installed in numerous government
facilities, ranging from the Defense Logistics Agency to the U.S. Postal
Service. Paragon's high precision CARTRAC(R) product line has a well established
customer base in the appliance and automotive industry, with new applications
possible in the radiation technology field, where the need for precision
guidance is paramount.
Paragon's SI Systems Order Fulfillment and SI Production & Assembly Systems
branded technologies drive productivity for Fortune 1000 companies and the
United States government.
As a result of the completion of the sale of substantially all of the assets and
liabilities of Ermanco, Paragon will file a report on Form 8-K describing the
transaction. Once filed, this document will be available free of charge at the
SEC's website at http:/www.sec.gov/ and from Paragon.
In other news, Steven Shulman resigned as a director of the Company. Mr. Shulman
became a director of the Company as a result of the Company's purchase of
Ermanco on September 30, 1999. Len Yurkovic expressed the Company's appreciation
for his contributions and years of service to the Company.
* * *
-----------------------------
Cautionary Statement. Certain statements contained herein are not based on historical fact and are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995 and the Securities and Exchange Commission rules,
regulations and releases. Paragon intends that such forward-looking statements be subject to the safe harbors created hereby. Among
other things, the forward-looking statements regard Paragon's earnings, liquidity, financial condition, review of strategic
alternatives, and other matters. Words or phrases denoting the anticipated results of future events, such as "anticipate,"
"does not anticipate", "should help to", "believe", "estimate", "is positioned", "expects", "may", "will", "is expected", "should,"
"continue", and similar expressions that denote uncertainty, are intended to identify such forward-looking statements. Paragon's
actual results, performance, or achievements could differ materially from the results expressed in, or implied by, such
"forward-looking statements:" (1) as a result of factors over which Paragon has no control, including the strength of domestic
and foreign economies, sales growth, competition, and certain cost increases; and (2) if the factors on which Paragon's
conclusions are based do not conform to its expectations. Furthermore, achievement of the objectives of the Company following
the sale of Ermanco is subject to risks associated with business disruption resulting from the announcement of the sale and
other risks outlined in Paragon's filings with the Securities and Exchange Commission, including its annual report on Form 10-K
for the year ended December 31, 2004 and the most recent quarterly report on Form 10-Q for the first fiscal quarter ended March
31, 2005.
This press release and prior releases are available at www.ptgamex.com.

text: PARAGON TECHNOLOGIES, INC.

text: Len Yurkovic

text: PARAGON TECHNOLOGIES

text: Paragon Technologies, Inc.

text:
Ermanco
Incorporated

text: TGW Transportgerate GmbH

text: Malibu Acquisition, Inc.

text: Boenning & Scattergood, Inc.

text: Len Yurkovic

text: Paragon Technologies

text: Len Yurkovic

text: PARAGON TECHNOLOGIES, INC.

text: Len Yurkovic


text:
EX-99.1
3
novz_ex991.htm
PRESS RELEASE
novz_ex991.htm
EXHIBIT 99.1
NOVAGEN ACQUIRES EQUIPMENT, EXPANDS RENEGADE OPERATIONS
Novagen Ingenium Inc (OTCQB: NOVZ) today announced that its subsidiary, Renegade Engine Company Pty Ltd. ("Renegade"), has expanded its operations to include traffic control services in Queensland, Australia. The new business line is expected to be revenue positive within three months.
Originally a custom bike manufacturer and retailer, Renegade was acquired by Novagen in 2012 and restructured to focus on the design and manufacture of the Renegade V-Twin Engine. Renegade's retail operations were divested in 2013, but 4 custom motorcycles remained as dormant inventory.
Under an asset swap agreement dated August 1, 2014, Renegade exchanged one of the motorcycles for three utility vehicles outfitted for traffic control work. Leveraging off its experience in the Australian transportation industry, Renegade has since put the utility trucks into operation and acquired 2 more vehicles to meet the demand for traffic control services in Queensland, Australia.
Profits from the new business line will be reinvested in development of the Renegade engine. "This transaction has been a double-win for us", reflected Sonny Nugent, President of Renegade, "we have reduced the carrying costs of dormant inventory while simultaneously establishing a revenue producing business that will support our engine operations and bring us closer to self-reliance".
"While Novagen is focused on developing its engine properties for commercialization, we remain sensitive to the cost of financing, especially dilution", said Micheal Nugent, CEO of Novagen. "We believe that reducing our reliance on financing by taking advantage of appropriate revenue producing opportunities is not just good for our shareholders - it's just good business".
# # #
About Novagen Ingenium Inc.
Novagen Ingenium Inc. (OTCQB: NOVZ) is engaged in the development and commercialization of low carbon emission engines. Novagen's operations are based in Queensland, Australia.
Safe Harbor Statement
Statements made in this press release are forward-looking and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. Risk factors that could cause actual results to differ materially from those projected in forward-looking statements include, but are not limited to, general business conditions, managing growth, and political and other business risks. All forward-looking statements are expressly qualified in their entirety by this paragraph and the risks and other factors detailed in Novagen's reports filed with the Securities and Exchange Commission. Novagen undertakes no duty to update these forward-looking statements.

text: NOVAGEN

text: RENEGADE

text: Novagen Ingenium Inc

text: Renegade Engine Company Pty Ltd.

text: Renegade

text: Renegade

text: Novagen

text: Renegade

text: Renegade

text: Renegade

text: Renegade

text: Sonny Nugent

text: Renegade

text: Novagen

text: Micheal Nugent

text: Novagen

text: Novagen Ingenium Inc

text: Novagen Ingenium Inc

text: Novagen

text: Novagen

text: Novagen


text:
EX-99.1
2
americanriverbanksharesmera.htm
EX-99.1
Document
Exhibit 99.1
FOR IMMEDIATE RELEASE
MEDIA CONTACT:
Beth Drummey
Marketing & Corporate Communications Manager
Bank of Marin
415-763-4529 | bethdrummey@bankofmarin.com
BANK OF MARIN BANCORP ANNOUNCES COMPLETION
OF ACQUISITION OF AMERICAN RIVER BANKSHARES
NOVATO, CA, August 9, 2021 - Bank of Marin Bancorp, "BMRC" (Nasdaq: BMRC), parent company of Bank of Marin, "the Bank", today announced the completion of its acquisition of American River Bankshares, "AMRB" (Nasdaq: AMRB), parent company of American River Bank, effective August 6, 2021. BMRC and AMRB held special meetings of shareholders on July 28, 2021 and each company's shareholders have approved the acquisition.
Under terms of the agreement, each share of AMRB common stock was converted into the right to receive 0.575 shares of BMRC common stock. The value of the total deal consideration was approximately $125 million, which includes the value of AMRB options being paid in cash by BMRC.
Also under the agreement, two new directors have been added to the Boards of Directors of BMRC and the Bank, effective immediately. The two new directors are Charles D. Fite, President, Fite Development Co. and Nicolas Anderson, Chief Executive Officer of Capitol Digital & Califorensics. With these additions, the BMRC and Bank Boards are now comprised of 14 directors.
"We are pleased to complete our acquisition of American River Bank and welcome their customers, employees and shareholders to Bank of Marin", said Russell A. Colombo, Chief Executive Officer. "Our two organizations share a commitment to exceptional customer service and dedication to our local communities that can now be amplified on a regional scale. As a nearly $4 billion bank, we have greater opportunity to grow assets, acquire talent, expand our footprint, and build infrastructure across a diversified geography".
With the addition of American River Bank, on a pro forma combined basis, Bank of Marin Bancorp would have total assets of approximately $4.0 billion, total loans outstanding of $2.2 billion (excl. SBA Paycheck Protection Program loans) and total deposits of $3.5 billion as of June 30, 2021 (unaudited and excluding purchase accounting adjustments).
Bank of Marin Bancorp received financial advisory services and a fairness opinion from Keefe, Bruyette & Woods, A Stifel Company, and Stuart Moore Staub served as legal counsel. American River Bankshares received financial advisory services and a fairness opinion from Piper Sandler & Co., and Manatt, Phelps & Phillips LLP served as legal counsel.
About Bank of Marin Bancorp
Founded in 1990 and headquartered in Novato, Bank of Marin is the wholly owned subsidiary of Bank of Marin Bancorp (Nasdaq: BMRC). A leading business and community bank in Northern California, with assets of nearly $4.0 billion, Bank of Marin has 31 branches and 8 commercial banking offices located across 10 counties. Bank of Marin provides commercial banking, personal banking, specialty lending and wealth management and trust services. Specializing in providing legendary service to its customers and investing in its local communities, Bank of Marin has consistently been ranked one of the "Top Corporate Philanthropists" by the San Francisco Business Times and one of the "Best Places to Work" by the North Bay Business Journal. Bank of Marin Bancorp is included in the Russell 2000 Small-Cap Index and Nasdaq ABA Community Bank Index. For more information, go to www.bankofmarin.com.
Forward-Looking Statements
Statements made in this release, other than those concerning historical financial information, may be considered forward-looking statements, which speak only as of the date of this release and are based on current expectations and involve a number of assumptions. These include statements as to the anticipated benefits of the acquisition, including future financial and operating results, cost savings and enhanced revenues that may be realized from the acquisition as well as other statements of expectations regarding the acquisition and any other statements regarding future results or expectations. Such forward-looking statements may contain words related to future projections including, but not limited to, words such as "believe", "expect", "anticipate", "intend", "may", "will", "should", "could", "would", and variations of those words and similar words that are subject to risks, uncertainties and other factors that could cause actual results to differ significantly from those projected. Each of BMRC and AMRB intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and is including this statement for purposes of these safe harbor provisions. The companies' respective abilities to predict results, or the actual effect of future plans or strategies, is inherently uncertain. Factors which could have a material effect on the operations and future prospects of each of BMRC and AMRB and the resulting company, include but are not limited to: (1) the businesses of BMRC and/or AMRB may not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; (2) expected revenue synergies and cost savings from the acquisition may not be fully realized or realized within the expected time frame; (3) revenues following the merger may be lower than expected; (4) customer and employee relationships and business operations may be disrupted by the acquisition; (5) the ability to obtain required regulatory and shareholder approvals, and the ability to complete the acquisition on the expected timeframe may be more difficult, time-consuming or costly than expected; (6) changes in interest rates, general economic conditions, legislative/regulatory changes, monetary and fiscal policies of the U.S. government, including policies of the U.S. Treasury and the Board of Governors of the Federal Reserve; the quality and composition of the loan and securities portfolios; demand for loan products; deposit flows; competition; demand for financial services in the companies' respective market areas; their implementation of new technologies; their ability to develop and maintain secure and reliable electronic systems; and accounting principles, policies, and guidelines, and (7) other risk factors detailed from time to time in filings made by BMRC or AMRB with the SEC. BMRC and AMRB undertake no obligation to update or clarify these forward-looking statements, whether as a result of new information, future events or otherwise except as required by law.

text: BANK OF MARIN BANCORP

text: AMERICAN RIVER BANKSHARES

text: Bank of Marin Bancorp

text: American River Bankshares

text: American River Bank

text: Charles D. Fite

text: Nicolas Anderson

text: American River Bank

text: Russell A. Colombo

text: American River Bank

text: Bank of Marin Bancorp

text: Bank of Marin Bancorp

text: Keefe, Bruyette & Woods

text: Stuart Moore Staub

text: American River Bankshares

text: Piper Sandler & Co.

text: Manatt, Phelps & Phillips LLP

text: Bank of Marin Bancorp

text: Bank of Marin Bancorp

text: Bank of Marin Bancorp


text:
EX-99.15
25
iagm_ex9916.htm
PRESS RELEASE
iagm_ex9916.htm
EXHIBIT 99.15
InterAmerican Gaming Inc.
OTCBB: IAGM
May 10, 2012 08:00 ET
IAG Engages KPMG for Tax Advisory & Services
TORONTO, ONTARIO--(Marketwire - May 10, 2012) -
InterAmerican Gaming Inc.
(OTCBB:IAGM) ("IAG" or "the Company"), a company developing "SoFit" - a new social gaming platform that empowers individuals to improve their health and fitness, is pleased to announce it has engaged
KPMG LLP
to provide tax compliance and advisory services. KPMG is a global leader in providing audit, tax, and advisory professional services to both public and private companies.
Mr. Marc Askenasi, President & CEO of IAG, stated, "We are pleased to be working with such a highly regarded and resourceful professional services firm. KPMG's advice and services will allow us to adapt and respond to a constantly changing tax environment. The KPMG team not only brings extensive experience in corporate tax compliance, advisory and planning, but also emerging technology and digital media industry knowledge. IAG Management will work closely with KPMG's Tax Incentives practice to ensure all opportunities are maximized in an efficient manner and all compliance requirements are met".
About IAG and SoFit
IAG is a digital technology company that develops socially disruptive technologies. IAG builds industry defining businesses through a combination of organic growth and acquisitions. IAG's first product (SoFit) is focused on the mobile health and fitness industry.
SoFit
is a new social gaming platform that empowers individuals to improve their health and fitness. SoFit products include integrated mobile applications and complementary wireless devices that fuse the on and offline worlds. Products are currently in development and are expected to launch in the summer of 2012.
Signup for the SoFit invite list at
sofitmobile.com
to be the first to know about release dates, product details, and special promotions.
1
For more information and to stay engaged with SoFit "follow" us on Twitter @
sofitmobile
and "like" us on Facebook
@facebook.com/sofitmobile
.
Forward-looking Statements
Note: This press release contains "forward looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on currently available competitive, financial and economic data and management's views and assumptions regarding future events. Such forward-looking statements are inherently uncertain. InterAmerican Gaming Inc. cannot provide assurances that the matters described in this press release will be successfully completed or that the company will realize the anticipated benefits of any transaction. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to: global economic and market conditions; the war on terrorism and the potential for war or other hostilities in other parts of the world; the availability of financing and lines of credit; successful integration of acquired or merged businesses; changes in interest rates; management's ability to forecast revenues and control expenses, especially on a quarterly basis; unexpected decline in revenues without a corresponding and timely slowdown in expense growth; the company's ability to retain key management and employees; intense competition and the company's ability to meet demand at competitive prices and to continue to introduce new products and new versions of existing products that keep pace with technological developments, satisfy increasingly sophisticated customer requirements and achieve market acceptance; relationships with significant suppliers and customers; as well as other risks and uncertainties, including but not limited to those detailed from time to time in InterAmerican Gaming Inc. SEC filings. InterAmerican Gaming Inc. undertakes no obligation to update information contained in this release. For further information regarding risks and uncertainties associated with InterAmerican Gaming Inc.'s business, please refer to the risks and uncertainties detailed from time to time in InterAmerican Gaming Inc.'s SEC filings.
2
This release does not constitute an offer for sale of securities.
Contact Information
Investor Inquiries
Circadian Group: Tyler M. Troup
Toll Free: 1-866-865-2780
Tyler@Circadian-Group.com
Circadian Group: Ryan Troup
Toll Free: 1-866-865-2780
Ryan@Circadian-Group.com
www.Circadian-Group.com
Due Diligence Portal:
www.circadian-group.com/iagm.html
3

text: InterAmerican Gaming Inc.

text: InterAmerican Gaming Inc.

text: KPMG LLP

text: Marc Askenasi

text: InterAmerican Gaming Inc.

text: InterAmerican Gaming Inc.

text: InterAmerican Gaming Inc.

text: InterAmerican Gaming Inc.

text: InterAmerican Gaming Inc.


text:
EX-99.1
2
exhibit.htm
EXHIBIT 99.1
exhibit.htm
CONTACT:
John C.
Wobensmith
President
and Chief Financial Officer
Baltic
Trading Limited
(646)
443-8555
Baltic
Trading Limited Takes Delivery of Handysize Vessel
Baltic
Wind to Commence Spot Market-Related Time Charter
NEW YORK,
August 4, 2010 - Baltic Trading Limited (NYSE: BALT), a drybulk company focused
on the spot charter market, announced today that it has taken delivery of the
Baltic Wind, a 2009-built Handysize vessel. The Baltic Wind is the first of
three vessels to be delivered to the Company under Baltic Trading's agreement
previously announced on June 9, 2010 to acquire three Handysize vessels from
companies within the Metrostar group of companies.
The
Company has signed a novation agreement for the vessel's current time
charter with Cargill International S.A., for an initial duration of 45.5 to 50.5
months and a minimum expiration of May 2013. The rate for the spot
market-related time charter will be based on 115% of the average of the daily
rates of the Baltic Handysize Index (BHSI), as reflected in daily reports. Hire
will be paid every 15 days in advance net of a 6.25% brokerage commission, which
includes the 1.25% commission payable to Genco Shipping & Trading Limited.
Baltic Trading will not be responsible for voyage expenses, including
fuel.
About
Baltic Trading Limited
Baltic
Trading Limited is a drybulk company focused on the spot charter market. Baltic
Trading transports iron ore, coal, grain, steel products and other drybulk
cargoes along global shipping routes. Baltic Trading currently owns a fleet of
six drybulk vessels, including one Capesize newbuilding, four 2009-built
Supramax vessels and one Handysize vessel, with an aggregate carrying capacity
of approximately 424,000 dwt. After the expected delivery of a Capesize
newbuilding in October 2010 and the two remaining Metrostar vessels that Baltic
Trading has agreed to acquire, Baltic Trading will own nine drybulk vessels,
consisting of two Capesize, four Supramax and three Handysize vessels with a
total carrying capacity of approximately 671,000 dwt.
"Safe
Harbor" Statement under the Private Securities Litigation Reform Act of
1995
This
press release contains forward-looking statements made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are based on management's current expectations and
observations. Included among the important factors that, in our view, could
cause actual results to differ materially from the forward looking statements
contained in this press release are the following: (i) the ability of Baltic
Trading to complete its acquisition of its initial fleet of vessels as well as
the two remaining Handysize vessels; (ii) the completion of definitive
documentation with respect to charters; and other factors listed from
time to time under "Risk Factors" and other sections of our public filings with
the SEC including, without limitation, Baltic Trading's registration statement
on Form S-1 and reports on Form 10-Q and 8-K.
###

text:
John C.
Wobensmith

text:
Baltic
Trading Limited

text:
Baltic
Trading Limited

text:
Baltic
Wind

text: Baltic Trading Limited

text: Baltic Wind

text: Baltic Wind

text: Baltic Trading

text: Baltic Trading

text: Baltic Trading Limited

text:
Baltic
Trading Limited

text:
Baltic
Trading

text: Baltic Trading

text:
Baltic
Trading

text: Baltic Trading

text:
Baltic
Trading

text: Baltic Trading


text:
EX-99.1
3
ex99-1.htm
News
Release
Investor
Contacts:
Andrew
Gibson
Edison
Group
taronis@edisongroup.com
Taronis
Acquires East Texas Industrial Gas Services Business
Acquisition
Adds Over $1 Million in Highly Profitable Service Revenues
TAMPA,
FL - February 19, 2019 -
Taronis Technologies, Inc. ("Taronis" or "the Company") (NASDAQ:
MNGA)
, a leading clean technology company in the renewable resources and environmental conservation industry, today announced
that the Company has completed the acquisition of an industrial gas services business based in East Texas. The acquired company
is one of the largest industrial gas infrastructure services businesses in the area, and the assets acquired through the purchase
significantly increase the Company's core asset base and infrastructure. The purchase price for the business was $1.5 million,
paid in cash at closing.
"This
acquisition represents continued forward progress in our growth plans", commented Scott Mahoney, Chief Executive Officer
of Taronis. "Over the past 14 months, we have made seven acquisitions that grew our revenues approximately six-fold
and
dramatically increased our asset profile. But we also understand that with growth comes added expenses. Consequently, the strategic
acquisition of this industrial gas services business will not only ensure our growing asset base is in good repair and available
to support our growing customer base, but also has potential to eliminate approximately $50,000 in recurring monthly operating
expenses."
Mr.
Mahoney continued, "This latest acquisition has the potential to have a significant impact on our profitability going forward
for several reasons. Firstly, this business provides a very high-margin service to a wide range of industrial gas distributors
in East Texas and Louisiana that we will now benefit from. Secondly, we can immediately begin eliminating recurring and redundant
expenses within our existing East Texas and Louisiana operations. Lastly, we intend to leverage the acquired employee's
skills and expertise to replicate this service model within our Florida and California operations in the coming quarters, which
will enhance our business operations".
About
Taronis Technologies, Inc.
Taronis
Technologies, Inc. (MNGA) owns a patented plasma arc technology that enables two primary end use applications for fuel generation
and water decontamination.
The
Company's fuel technology enables a wide use of hydrocarbon feedstocks to be readily converted to fossil fuel substitutes.
The Company is developing a wide range of end market uses for these fuels, including replacement products for propane, compressed
natural gas and liquid natural gas. The Company currently markets a proprietary metal cutting fuel that is highly competitive
with acetylene. The Company distributes its proprietary metal cutting fuel through Independent Distributors in the U.S and through
its wholly owned distributors: ESSI, Green Arc Supply, Paris Oxygen, Latex Welding Supplies, Tyler Welders Supply, United Welding
Supplies, Trico Welding Supply and Complete Welding of San Diego. The Company operates 17 locations across California, Texas,
Louisiana, and Florida.
The
Company's technology can also be implemented for the decontamination of waste water, including sterilizing water, eradicating
all pathogens. The technology is being tested to determine if it can completely eliminate pharmaceutical contaminants such as
antibiotics, hormones and other soluble drugs suspended in contaminated water. Lastly, the technology process is capable of reducing
or eliminating other contaminants, such as harmful metals, as well as nitrogen, phosphorus, and potassium levels that trigger
toxic algae blooms. The technology has prospective commercial applications in the agricultural, pharmaceutical, and municipal
waste markets. For more information on Taronis, please visit the Company's website at
http://www.TaronisTech.com
.
FORWARD-LOOKING
STATEMENTS
This
press release contains forward-looking statements as defined within Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. These statements relate to future events, including our ability
to raise capital, or to our future financial performance, and involve known and unknown risks, uncertainties and other factors
that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future
results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should
not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors
which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity,
performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject
to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and
liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update
the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information
becomes available in the future.
For
a discussion of these risks and uncertainties, please see our filings with the Securities and Exchange Commission. Our public
filings with the SEC are available from commercial document retrieval services and at the website maintained by the SEC at http://www.sec.gov.

text: Taronis

text: Taronis Technologies, Inc.

text: Taronis

text: Scott Mahoney

text: Taronis

text: Taronis Technologies, Inc.

text:
Taronis
Technologies, Inc.

text: Taronis


text:
EX-99.4
4
exhibit3.htm
EX-99.4
EX-99.4
Exhibit 99.4
CLOSING PRESS RELEASE
AMDL Announces Closing of Jade Pharmaceutical Acquisition
Thursday September 28, 12:30 a.m. ET
TUSTIN, Calif., Sept. 28 /PRNewswire-FirstCall/ - AMDL, Inc. (Amex:
ADL
-
News
),
developer and marketer of tests for the early detection of cancer and other serious diseases,
announced today that the acquisition of Jade Pharmaceutical Inc. (JPI) and its two wholly owned
China based subsidiaries for an aggregate of 2,743,000 post-reverse split (13,715,000 pre-reverse
split) shares of AMDL Common Stock.
The JPI acquisition was closed on September 28, 2006, immediately after the filing of a Certificate
of Amendment to AMDL's Certificate of Incorporation increasing AMDL's authorized Common Stock and
reverse splitting the outstanding shares of Common Stock. The stockholders approved these proposals
at the meeting held on September 8, 2006. As a condition to the closing, Henry Jia, a director of
JPI and a principal of Jade Capital Group Ltd., the former sole stockholder of JPI, has joined
AMDL's Board of Directors.
"JPI has already filed the application for the China State Food and Drug Administration (SFDA) for
approval to market AMDL's cancer detection test DR-70® in China. There is a large market for this
test in China where cancer is a huge problem and the sort of synergy this displays is what we will
continue to perform for our shareholders", said Gary Dreher, AMDL CEO.
"This is a particularly exiting time for AMDL", said Gary Dreher, AMDL's CEO. "We are confident
that together AMDL and JPI will obtain clearance to market DR-70® from the Chinese SFDA, and we are
hopeful that the U.S. Food and Drug Administration will be impressed with the data we have
collected to support our application for clearance to market DR-70® in the United States".
About AMDL
AMDL, Inc. (Amex:
ADL
-
News
), headquartered in Tustin, California, is a
theranostics company, involved in the detection and treatment of the same disease, cancer. AMDL is
the inventor, developer and worldwide marketer through exclusive distribution agreements of the
DR-70® non-invasive cancer blood test, which has demonstrated its ability to detect the presence in
humans of up to 14 cancers 84 percent of the time overall. In a study published in the Journal of
Immunoassay (1998, vol. 19, pp 63-72) DR-70® was shown to detect at least 13 different types of
cancer (lung, breast, stomach, liver, colon, rectal, ovarian, esophageal, cervical, trophoblastic,
thyroid, malignant lymphoma, pancreatic) although the sample size for 9 of the cancers was not
statistically significant. Clinical trials of DR-70® have been conducted in Canada, China, Germany,
Taiwan and Turkey. DR-70® can detect many kinds of cancer using a single tube of blood, eliminating
the need for costly, multiple tests. AMDL also owns a combination immunogene therapy technology
that is a possible treatment for those already diagnosed with cancer and could eventually be used
as a vaccine to protect patients known to be at risk because of a family history for certain types
of cancer. The combination therapy both builds the body's immune system and destroys cancer cells.
More information about AMDL and its additional products can be obtained at
www.amdl.com
.
About Jade Pharmaceutical: JPI has two China based subsidiaries which are engaged in the research
and development of new pharmaceutical products and the manufacture and sale of prescription and
over the counter pharmaceuticals and injectables. JPI recently received approval from the China
State Food and Drug Administration to market their drug Ondansetron® (Ondansetron Hydrochloride
Injection) to treat cancer patients experiencing nausea for immediate use in hospitals and clinics
in the People's Republic of China.
Forward-Looking Statements
The Company intends that the statements in this press release that are not historical constitute
"forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended and Section 21 of the Securities Exchange Act of 1934, as amended and are subject to
numerous risks and uncertainties, including the risks (i) that the transaction described may not be
completed when expected, or at all, (ii) the risk that the terms of the definitive acquisition
agreements may materially differ from that disclosed herein, (iii) the risks related to the
inability to obtain or meet conditions imposed for, governmental and other approvals of the
transaction, including the approval by the stockholders of AMDL, (iv) risks related to the
uncertainty surrounding the transaction and transactions of this type and (v) the costs related
thereto. In addition, these forward-looking statements are subject to the other risks of AMDL's
business, including, but not limited to, (a) AMDL's failure to complete successfully the
development of new or enhanced products, (b) AMDL's future capital needs, (c) the lack of market
demand for any new or enhanced products that AMDL may develop, (d) the lack of market acceptance of
AMDL's products and its limited revenues to date, (e) the success of competitive products, other
economic factors affecting AMDL and its markets, and (f) other risks detailed from time to time in
the Company's filings with the Securities and Exchange Commission. The actual results may differ
materially from those contained in this press release. The Company disclaims any obligation to
update any statements in this press release in the event of new circumstances or unanticipated
events that may occur in the future.
AMDL, Inc.
Gary L. Dreher
President & CEO
Contact (714) 505-4460

text: AMDL

text: Jade Pharmaceutical

text: AMDL, Inc.

text: Jade Pharmaceutical Inc.

text: JPI

text: AMDL

text: JPI

text: AMDL

text: AMDL

text: JPI

text: JPI

text: AMDL

text: JPI

text: AMDL

text: AMDL

text: AMDL

text: AMDL

text: AMDL

text: JPI

text: AMDL

text: AMDL, Inc.

text: AMDL

text: AMDL

text: AMDL

text: Jade Pharmaceutical

text: JPI

text: JPI

text: AMDL

text: AMDL

text: AMDL

text: AMDL

text: AMDL

text: AMDL

text: AMDL

text: AMDL, Inc.

text: Gary L. Dreher


text:
EX-99.1
2
tm2023858d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Citizens & Northern Corporation and
Covenant Financial, Inc.
Announce Completion
of Acquisition
July 1, 2020
For Immediate Release
WELLSBORO, Pa. and DOYLESTOWN, Pa. -- Citizens & Northern
Corporation ("C&N") (NASDAQ: CZNC), headquartered in Wellsboro, Pennsylvania, and Covenant Financial, Inc. ("Covenant"),
headquartered in Doylestown, Pennsylvania, announced the completion of their merger as of July 1, 2020. The parties previously
announced the execution of an agreement and plan of merger on December 18, 2019. Under the agreement, Covenant merged with and
into C&N and Covenant's bank subsidiary, Covenant Bank, merged into C&N's bank subsidiary, Citizens & Northern
Bank.
Citizens & Northern Bank now operates 29 banking offices
located in Bradford, Bucks, Cameron, Chester, Lycoming, McKean, Potter, Sullivan and Tioga Counties in Pennsylvania and Steuben
County in New York as well as loan production offices in Elmira, New York, and Warminster and York, Pennsylvania. With the addition
of Covenant, C&N is projected to have assets of approximately $2.3 billion.
C&N's President and CEO, Brad Scovill, said, "
We
are pleased to start the second half of 2020 by welcoming the shareholders, customers and employees of Covenant Bank to our C&N
family
. Covenant's deep roots in Bucks and Chester Counties and its relationship-based, community focused culture
aligns well with C&N's mission and values. Combining Covenant with our recent acquisition of Monument Bank last year
strengthens our position to create value for customers and communities in the attractive and growing southeastern Pennsylvania
markets."
Upon completion of the acquisition of Covenant,
the
former Covenant shareholders became entitled to receive either (i) $16.50 in cash without interest or (ii) 0.6212 shares
of C&N common stock, together with cash in lieu of fractional shares of C&N common stock, for each outstanding share of
Covenant common stock
. Based on the $20.65 per share closing price of C&N common stock on June 30, 2020, the total transaction
value for the Covenant transaction was approximately $63.9 million (including options). Effective as of the completion of
the Covenant transaction, Covenant directors Stephen M. Dorwart and Robert G. Loughery were appointed to the boards of directors
of C&N and Citizens & Northern Bank.
Blair Rush, Covenant's President/Chief Operating Officer,
and Kelley Cwiklinski, Covenant's Chief Lending Officer, will join the C&N southeast regional leadership team as Executive
Vice President/Region President and Senior Vice President/Regional Commercial Lending Executive, respectively.
About C&N
Citizens & Northern Corporation is the bank holding company
for Citizens & Northern Bank, headquartered in Wellsboro, Pennsylvania which operates 29 banking offices located in Bradford,
Bucks, Cameron, Chester, Lycoming, McKean, Potter, Sullivan and Tioga Counties in Pennsylvania and Steuben County in New York,
as well as loan production offices in Elmira, New York and Warminster and York, Pennsylvania. Citizens & Northern Corporation
trades on NASDAQ under the symbol "CZNC." For more information about Citizens & Northern Bank and Citizens &
Northern Corporation, visit www.cnbankpa.com.
Forward Looking Statements
This press release contains
"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. These forward-looking statements
may include: management plans relating to the acquisition of Covenant Financial, Inc. (the "Covenant Transaction");
any statements of the plans and objectives of management for future operations, products or services, including the execution of
integration plans relating to the Covenant Transaction; any statements of expectation or belief; projections related to certain
financial metrics; and any statements of assumptions underlying any of the foregoing. Forward-looking statements are typically
identified by words such as "believe", "expect", "anticipate", "intend", "seek",
"plan", "will", "would", "target", "outlook", "estimate,"
"forecast", "project" and other similar words and expressions or negatives of these words. Forward-looking
statements are subject to numerous assumptions, risks and uncertainties, which change over time and are beyond our control. Forward-looking
statements speak only as of the date they are made,
even if subsequently made available by C&N on its website or otherwise.
C&N does not undertake any obligation to update or revise these statements to reflect events or circumstances occurring after
the date of this press release
. Because forward-looking statements are by their nature, to
different degrees, uncertain and subject to assumptions, actual results or future events could differ, possibly materially, from
those that C&N anticipated in its forward-looking statements, and future results could differ materially from historical performance.
Factors that could cause or contribute to such differences include, but are not limited to, those included under Item 1A "Risk
Factors" in C&N's Annual Report on Form 10-K and those disclosed in C&N's other periodic reports
filed with the SEC, as well as the possibility that expected benefits of the Covenant Transaction may not materialize in the timeframe
expected or at all, or may be more costly to achieve; that C&N's and Covenant's respective businesses may not perform
as expected due to transaction-related uncertainty or other factors; that C&N is unable to successfully implement integration
strategies related to the Covenant Transaction; reputational risks and the reaction of the companies' shareholders, customers,
employees and other constituents to the Covenant Transaction, diversion of management time as a result of matters related to Covenant
Transaction, and the impact of COVID-19. The list of factors presented here, and the list of factors that are presented in
the registration statements on Form S-4 for each of the Covenant Transaction, is not, and should not be considered, a
complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the
realization of forward looking statements. For any forward-looking statements made in this press release or in any documents, C&N
claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act
of 1995.

text: Citizens & Northern Corporation

text: Covenant Financial, Inc.

text:
Citizens & Northern
Corporation

text: C&N

text: Covenant Financial, Inc.

text: Covenant

text: Covenant

text: C&N

text: Covenant

text: Covenant

text: C&N

text: Covenant

text: C&N

text: C&N

text: Covenant

text: C&N

text: Covenant

text: C&N

text: Covenant

text: Covenant

text: Covenant

text: C&N

text: C&N

text: Covenant

text: C&N

text: Covenant

text: Covenant

text: Covenant

text: C&N

text: Covenant

text: Covenant

text: C&N

text: C&N

text: Citizens & Northern Corporation

text: Citizens & Northern Corporation

text:
Citizens &
Northern Corporation

text: Covenant Financial, Inc.

text: Covenant

text: Covenant

text: C&N

text: C&N

text: C&N

text: C&N

text: C&N

text: Covenant

text: C&N

text: Covenant

text: C&N

text: Covenant

text: Covenant

text: Covenant

text: Covenant

text: C&N