text:
EX-99.1
5
ea122760ex99-1_planet.htm
PRESS RELEASE, DATED JUNE 5, 2020
Exhibit
99.1
Planet
Green Enters Into Share Exchange Agreement and Closes Acquisition Transaction
GAITHERSBURG,
Md., June 5, 2020 /PRNewswire/-- Planet Green Holdings Corp. (the "Company") (NYSE American: PLAG) announced today that
on June 5, 2020, the Company has entered into a Share Exchange Agreement with Fast Approach Inc ("Target") and
each shareholder of the Target (collectively "Sellers"). Pursuant to the Share Exchange Agreement, the Company will
acquire all outstanding equity interests of Target. The Company closed the acquisition transaction on the same day. Fast Approach
Inc. is a Canadian company that runs Demand Side Platform ("DSP") targeting Chinese market.
At
the closing, the Company issued an aggregate of 1,800,000 shares of common stock of the Company to the original shareholders of
Target in exchange for the transfer of all of the equity interests of the Target to the Company.
Forward
Looking Statements
This
news release contains "forward-looking statements" within the meaning of the "safe harbor" provisions of the
U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as
"anticipate", "believe", "expect", "estimate", "plan", "outlook",
and "project" and other similar expressions that indicate future events or trends or are not statements of historical
matters. These statements are based on our management's current expectations and beliefs, as well as a number of assumptions concerning
future events.
Such
forward-looking statements are subject to known and unknown risks, uncertainties, assumptions and other important factors, many
of which are outside of our control and all of which could cause actual results to differ materially from the results discussed
in the forward-looking statements. Accordingly, forward-looking statements should not be relied upon as representing our views
as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances
after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under
applicable securities laws. Factors that could cause actual results to differ materially from those expressed or implied in forward-looking
statements can be found in our reports filed with the Securities and Exchange Commission, which are available, free of charge,
on the SEC's website at www.sec.gov.
For
more information please contact:
Mr. Daqi Cui
Chief Operating Officer
Phone: 202 891 8907
Email: daqicui@planetgreenholdings.com

text:
Planet
Green Enters

text: Planet Green Holdings Corp.

text: Fast Approach Inc

text:
Fast Approach
Inc

text: Daqi Cui


dataset: buster

text:
EX-99.1
2
ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Exhibit
99.1
HARTMAN
MANAGEMENT
1450
West Sam Houston Parkway North # 100
Houston,
Texas 77043
713-467-2222
Press
Release
Contact:
David Lapin
Phone:
(713)586-2680
FOR
IMMEDIATE RELEASE
November
22, 2005
HARTMAN
MANAGEMENT ADDS TO DALLAS PORTFOLIO
·
HOUSTON,
TX, NOVEMBER 22, 2005:
Hartman Commercial Properties REIT, a Houston based Commercial
Property
Real Estate Investment Trust announced today that it has purchased
the
Amberton
Tower
office building.
·
The
property consists of a 254,000 square foot, Class B+ office building
located on North Central Expressway between Haskell Avenue and
Fitzhugh
Avenue in Dallas, Texas. The building which was constructed in
1982 and
renovated in 1993 sits on a 2.98 acre tract, and is currently
75%
occupied. Hartman Management will manage the property for the
REIT.
Steve Simon of Transwestern represented the seller and Dave Wheeler
and
John Crossin represented the
buyer.
HARTMAN
MANAGEMENT'S EXISTING DALLAS PORTFOLIO
·
This
purchase becomes the 4th significant acquisition that Hartman
Management
has completed in the Dallas
marketplace
~
MORE
~
within
the past 2 years. In April 2004, Hartman R.E. Income Properties XVII, L.P.
purchased the 10-story, 198,000 square foot North
Central Plaza I
office
building at the southwest corner of North Central Expressway and LBJ Freeway.
In
August 2004 Hartman R.E. Income Properties XVIII, L.P. purchased Park
Central I
a
128,000 square foot, eight-story office building located in the same LBJ
Freeway
(I-635) and Central Expressway (I-45N) corridor. In August 2005 Hartman
Commercial Properties REIT purchased the 9101
LBJ Freeway
Office
Building, a 126,000 square foot office building located just east of the
new
High-Five interchange at Central Expressway (US 75) and LBJ Freeway
(IH-635).
·
Hartman
Management's Chief Investment Officer, John Crossin, said that "We
continue to see opportunity in the Dallas marketplace. We are
quite
optimistic on Dallas' future because of the city's improving leading
economic indicators. We intend to continue our buying program
as long as
the fundamentals continue to look
attractive".

label: organization

text: Hartman Commercial Properties REIT

text: Transwestern

text:
that Hartman
Management

text: L.P.

text:
Hartman
Commercial Properties REIT

source_dataset: expertai/BUSTER

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


text:
EX-99.1
3
a06-5182_1ex99d1.htm
EXHIBIT 99
Exhibit 99.1
VantageMed
Announces The Sale Of Its Hawaii Operations
and
a New Partnership with TeamPraxis
RANCHO CORDOVA, Calif.-February 13, 2006-VantageMed
Corporation (OTCBB: VMDC.OB)
today announced that it has sold the assets of its Hawaii based operations to TeamPraxis. In
addition, VantageMed and TeamPraxis
have formed a partnership to process electronic transactions, to support VantageMed's RidgeMark customers,
as well as to explore the opportunity to jointly sell and support Medical
Helper products in Hawaii. VantageMed received $605,000 of cash in connection with
this sale.
VantageMed
expects to receive additional service and
transaction fees on an ongoing basis based on continued RidgeMark
usage levels and joint sales of future products. VantageMed's Hawaii
operation had 27 local employees and while it generated approximately $2.8
million in 2005 revenues, it was not profitable.
Commenting on the transaction, Steve Curd,
Chief Executive Officer of VantageMed said, "We are
pleased that this sale and partnership allows our Hawaii based customers and
employees the opportunity to work with the clear leader in Hawaii based
healthcare information services. The
decision to accept the TeamPraxis offer was made
after thoroughly analyzing future prospects and determining that we had a very
low probability of generating any profits from our Hawaii based operation. I look forward to discussing our 2006 growth
initiatives in our March conference call".
Creighton Arita,
President/CEO of TeamPraxis added, "We are excited
about the opportunity to build upon VantageMed's
operation in Hawaii. In addition to
continuing to offer and support VantageMed's products
and services, Team Praxis will offer additional products and services as well
as an extensive network of over 100 local support personnel. This acquisition and partnership further
reinforces our focus on "Connected Healthcare" in the Hawaii market".
VantageMed
will issue a press
release announcing its fourth quarter and year 2005 financial results after the
close of the market on Tuesday, March 14, 2006.
The Company will also host a conference call to discuss financial
results at 5:00 p.m. Eastern Time on the same day. The call will be broadcast
live over the Internet and can be accessed on the Company's investor relations
page at www.vantagemed.com or at
http://phx.corporate-ir.net/playerlink.zhtml?c=76749&s=wm&e=1214859. To participate in the call, please dial
1-888-857-6929 five to ten minutes prior to the scheduled conference call time. A replay of the call will be available on the
Company's website for 30 days.
About VantageMed
VantageMed
is a trusted provider of healthcare software
products and services to more than 18,000 physician, anesthesiologist and
behavioral health providers nationwide. These providers use VantageMed's
core products including ChartKeeper Computerized
Medical Records software as well as RidgeMark,
Northern Health Anesthesia and our Helper family of Practice Management
products which are all supported by SecureConnect
electronic transaction services. VantageMed is
dedicated to providing these cost effective, easy to use solutions that empower
healthcare providers and their staff with the tools and data they need to
improve productivity and reimbursements. For more information about VantageMed or our products, please call 877-879-8633, or
visit the company's Website at www.vantagemed.com.
About TeamPraxis
Founded
in 1992, TeamPraxis is a Hawaii-based organization
whose mission is to empower physicians in the changing healthcare environment.
The company offers to its providers an integrated suite of products from
practice management solutions to electronic health records. TeamPraxis is a
subsidiary of DataHouse, a technology leader in
Hawaii since 1975. We are staffed by more than 100 employees and serve
healthcare providers throughout the State of Hawaii. For more information about TeamPraxis, please visit the company's web site at www.teampraxis.com or call 808-948-9343 for more
information.
This press release may be deemed to contain "forward-looking
statements" as that term is defined in the Private Securities Litigation Reform
Act of 1995. Any forward-looking statements are made as of today's date and we
do not
undertake
any obligation to update forward-looking
statements. You can identify such statements by our use of such words as "should",
"expect", "will", "intends", and similar words and phrases which denote future
events and which may depend on the future performance of the Company. Our
assumptions underlying these statements are also "forward-looking" statements.
Forward-looking statements are based on information and assumptions that are
dynamic in nature and subject to rapid and sometimes abrupt changes. Our
forward-looking statements are subject to a number of risks and uncertainties
that could cause actual results to differ materially from those stated or
implied by the statements. These risks
and uncertainties include risks related to our ability to successfully develop,
sell and support our products, our ability to attract and retain new and
existing customers, our ability to increase revenues, control our expenses and
improve the rate at which we have utilized cash. Our forward-looking statements are also
subject to important risks and uncertainties detailed in our latest reports
filed with the SEC and available on its website at www.sec.gov.
INVESTOR RELATIONS CONTACT:
VantageMed
Corporation
Liesel Loesch
(877) TRY-VMED, ext. 4833
investor@vantagemed.com
MEDIA CONTACT:
VantageMed
Corporation
Jennifer Morgano
(877) TRY-VMED,
ext. 4851
media@vantagemed.com

text: VantageMed

text: TeamPraxis

text:
VantageMed
Corporation

text: TeamPraxis

text: VantageMed

text: TeamPraxis

text: VantageMed

text: VantageMed

text: VantageMed

text: VantageMed

label: person

text: Steve Curd

text: VantageMed

text: TeamPraxis

text: Creighton Arita

text: TeamPraxis

text: VantageMed

text: VantageMed

text: VantageMed

text: VantageMed

text: VantageMed

text: VantageMed

text: VantageMed

text: VantageMed

text: TeamPraxis

text: TeamPraxis

text: TeamPraxis

text: TeamPraxis

text:
VantageMed
Corporation

text:
VantageMed
Corporation


text:
EX-99.1
2
exhibit991-pressreleasedat.htm
EXHIBIT 99.1
Exhibit
PBF Logistics Closes Acquisition of East Coast Storage Assets
PARSIPPANY, NJ - October 1, 2018 - PBF Logistics LP (NYSE:PBFX, the "Partnership" or "PBF Logistics") today announced the completion of the previously announced acquisition of CPI Operations LLC. The assets acquired include a storage facility and other idled assets located on the Delaware River near Paulsboro, New Jersey (the "East Coast Storage Assets"). The total consideration of $107.0 million includes an initial payment at closing of $75.0 million, plus working capital, with the balance being payable one year after closing.
Commenting on the acquisition, Matt Lucey, PBF Logistics Executive Vice President, said, "The ongoing execution of our strategic plan continues to deliver meaningful accretive growth for the Partnership. The acquisition of the East Coast Storage Assets also strategically positions the Partnership for the upcoming International Maritime Organization's low-sulfur fuel specification change in 2020 by adding significant marine-accessible storage assets to our portfolio. The marine facilities are capable of handling a range of material from finished petroleum products and residual fuel oils to heavy, high-sulfur refinery feedstocks and increase synergy opportunities with our sponsor, PBF Energy." Mr. Lucey continued, "We welcome the Crown Point employees to the PBF Logistics' family and look forward to driving further accretive growth for the Partnership".
The East Coast Storage Assets include a storage facility with approximately four million barrels of multi-use storage capacity, of which over 50 percent is heated storage, an Aframax-capable marine facility, a rail facility, a truck terminal, equipment, contracts and other assets. With close proximity to the Paulsboro refinery, the assets are expected to provide synergy opportunities with the Partnership's sponsor, PBF Energy. The Partnership expects to invest approximately $8.5 million over the next two years in projects to enhance facility capabilities and expects to achieve run-rate earnings before interest, taxes, depreciation and amortization ("EBITDA") of $15.5 million at the end of 2020.
Non-GAAP Financial Measures
PBFX Reconciliation of Amounts under U.S. GAAP to annualized run-rate EBITDA (unaudited, in millions)
Reconciliation of East Coast Storage assets and associated projects related Forecasted Net Income to annualized run-rate EBITDA:
(in millions)
East Coast Storage Assets
Forecasted net income
$
6.1
Add: Depreciation and amortization expense
4.5
Add: Interest expense, net and other financing costs
4.9
Annualized run-rate EBITDA
$
15.5
Annualized run-rate EBITDA the East Coast Storage Assets assumes the completion of all related capital projects and full run-rate throughput. The identified organic growth capital projects associated with the acquisition are capable to generate incremental revenue for PBFX above the acquired base assets. The organic projects and the execution of the related contracts are expected to be completed with the assets operating at full run-rate volumes by the end of 2020.
The Partnership defines EBITDA as net income (loss) before net interest expense, income tax expense, depreciation and amortization expense. EBITDA is a non-GAAP supplemental financial measure that management and external users of our consolidated financial statements, such as industry analysts, investors, lenders and rating agencies, may use to assess:
.
our operating performance as compared to other publicly traded partnerships in the midstream energy industry, without regard to historical cost basis or financing methods;
.
the ability of our assets to generate sufficient cash flow to make distributions to our unitholders;
.
our ability to incur and service debt and fund capital expenditures; and
.
the viability of acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities.
The Partnership's management believes that the presentation of EBITDA provides useful information to investors in assessing our financial condition and results of operations. EBITDA should not be considered an alternative to net income, income from operations, cash from operations or any other measure of financial performance or liquidity presented in accordance with GAAP. EBITDA has important limitations as an analytical tool because it excludes some, but not all, items that affect net income. Additionally, because EBITDA may be defined differently by other companies in our industry, our definition of EBITDA may not be comparable to similarly titled measures of other companies, thereby diminishing its utility.
Forward-Looking Statements
This press release contains forward-looking statements (as that term is defined under the federal securities laws) made by the Partnership and its management. Such statements are based on current expectations, forecasts and projections, including, but not limited to, anticipated financial and operating results, plans, objectives, expectations and intentions that are not historical in nature. Forward-looking statements should not be read as a guarantee of future performance or results, and may not necessarily be accurate indications of the times at, or by which, such performance or results will be achieved. Forward-looking statements are based on information available at the time, and are subject to various risks and uncertainties, including risks relating to the securities markets generally, the impact of adverse market conditions impacting PBFX's logistics and other assets, the possibility that the Partnership may not consummate the proposed acquisitions, the Partnership's plans for financing the proposed organic projects, and other risks inherent in PBFX's business. For more information concerning factors that could cause actual results to differ from those expressed or forecasted, see PBFX's filings with the Securities and Exchange Commission including its most recent Annual Report on Form 10-K and its Quarterly Report on Form 10-Q for the quarter-ended June 30, 2018. Forward-looking statements reflect information, facts and circumstances only as of the date they are made. The Partnership assumes no responsibility or obligation to update forward-looking statements except as may be required by law.
PBF Logistics LP
PBF Logistics LP, headquartered in Parsippany, New Jersey, is a fee-based, growth-oriented master limited partnership formed by PBF Energy Inc. to own or lease, operate, develop and acquire crude oil and refined petroleum products terminals, pipelines, storage facilities and similar logistics assets.
###
Contacts:
Colin Murray (investors)
ir@pbfenergy.com
Tel: 973.455.7578
Michael C. Karlovich (media)
mediarelations@pbfenergy.com
Tel: 973.455.8994

text: PBF Logistics

text: PBF Logistics LP

text: PBF Logistics

text: CPI Operations LLC

text: PBF Logistics

text: PBF Logistics

text: PBF Logistics LP

text: PBF Logistics LP


text:
EX-99.28
3
ex99_28.txt
EXHIBIT 99.28
Exhibit 99.28
PRESS RELEASE
-------------
First National Bank Acquires
Sequoia National Bank
South San Francisco, Calif.--(Business Wire)--May 2, 2005. FNB Bancorp
(OTCBB:FNBG), today announced that its wholly owned subsidiary, First National
Bank of Northern California, based in South San Francisco, California, has
completed its acquisition of Sequoia National Bank, a national bank with total
assets of approximately $62 million and two banking offices in San Francisco,
California. Sequoia National Bank was consolidated with and merged into First
National Bank of Northern California, effective April 30, 2005. Under the terms
of the Acquisition Agreement, holders of the 4,749,646 Sequoia shares of common
stock and options for 88,125 shares outstanding at the closing will receive
approximately $11,137,962 in cash, subject to an escrow hold-back of $1,500,000
for a maximum of 120 days, in order to pay for certain contingencies specified
in the Acquisition Agreement. Effective May 2, 2005, the former banking offices
of Sequoia National Bank, located at 65 Post Street and 699 Portola Drive in San
Francisco, California, began operating as branch offices of First National Bank
of Northern California.
Thomas C. McGraw, Chief Executive Officer of FNB Bancorp and First
National Bank of Northern California, stated: "We are excited to begin offering
our unique style of community banking from these offices in San Francisco. In
addition, our existing customers who live and work in San Francisco will be
better served by the addition of these new locations".
First National Bank of Northern California has eleven full-service
banking offices in San Mateo County, and the Web address for First National Bank
of Northern California is www.fnbnorcal.com. The common stock of FNB Bancorp is
quoted on the OTC Bulletin Board under the symbol "FNBG.OB".
Further information regarding this transaction may be obtained by
reference to the periodic reports filed by FNB Bancorp with the Securities and
Exchange Commission.
Cautionary Statement: This release contains certain forward-looking
statements that are subject to risks and uncertainties that could cause actual
results to differ materially from those stated herein. Management's assumptions
and projections are based on their anticipation of future events and actual
performance may differ materially from those projected. Risks and uncertainties
which could impact future financial performance include, among others, (a)
competitive pressures in the banking industry; (b) changes in the interest rate
environment; (c) general economic conditions, either nationally or regionally or
locally, including fluctuations in real estate values; (d) changes in the
regulatory environment; (e) changes in business conditions or the securities
markets and inflation; (f) possible shortages of gas and electricity at utility
companies operating in the State of California, and (g) the effects of
terrorism, including the events of September 11, 2001, and thereafter, and the
conduct of war on terrorism by the United States and its allies. Therefore, the
information set forth herein, together with other information contained in the
periodic reports filed by FNB Bancorp with the Securities and Exchange
Commission, should be carefully considered when evaluating its business
prospects. FNB Bancorp undertakes no obligation to update any forward-looking
statements contained in this release.
For further information contact:
Thomas C. McGraw
Chief Executive Officer
Tel: (650) 875-4864 Fax: (650) 588-9695
James B. Ramsey
Senior Vice President and Chief Financial Officer
Tel: (650) 875-4862 Fax: (650) 588-9695

text: First National Bank

text: Sequoia National Bank

text: FNB Bancorp

text:
First National
Bank

text: Sequoia National Bank

text: Sequoia National Bank

text:
First
National Bank

text: Sequoia National Bank

text: First National Bank

text: FNB Bancorp

text:
First
National Bank

text: First National Bank

text: First National Bank

text: FNB Bancorp

text: FNB Bancorp

text: FNB Bancorp

text: FNB Bancorp


text:
EX-99.1
4
a16-14488_1ex99d1.htm
EX-99.1
Exhibit 99.1
BROOKFIELD COMPLETES ACQUISITION OF ROUSE PROPERTIES, INC.
New York, NY - July 6, 2016 -
Rouse Properties, Inc. (NYSE: RSE) (the "Company") announced today the completion by BSREP II Retail Pooling LLC ("Parent"), an affiliate of Brookfield Asset Management, Inc. ("Brookfield"), of its acquisition of the Company pursuant to the previously announced merger agreement under which BSREP II Retail Holdings Corp., an entity controlled by Parent, merged with and into the Company. Under the terms of the merger agreement, the Company's shareholders, excluding Brookfield and its affiliates will receive $18.25 per share in cash.
Also, in connection with the merger, on July 5, 2016, the Company and the stockholders of the Company that are affiliated with Brookfield completed the previously announced exchange whereby the Company exchanged the Company common stock held by Brookfield and its affiliates prior to the merger, representing approximately 33.5% of the outstanding shares of the Company, into shares of Series I Preferred Stock of the Company, par value $0.01 per share, pursuant to the Series I Preferred Stock Exchange Agreement dated February 25, 2016.
The Company's common stock will be delisted from the New York Stock Exchange.
BofA Merrill Lynch acted as financial advisor to the special committee of the Company's Board of Directors, and Sidley Austin LLP acted as the special committee's legal advisor. Weil, Gotshal & Manges LLP acted as legal advisor to Brookfield.
About Rouse Properties, Inc.
Rouse Properties, Inc. owns and manages 35 regional malls and retail centers in 21 states encompassing approximately 23.8 million square feet. For more information please visit: www.rouseproperties.com.
Media:
Joele Frank, Wilkinson Brimmer Katcher
Jonathan Keehner / Andrew Siegel / Meaghan Repko
212-355-4449
or
Investors:
Rouse Investor Relations
212-608-5108
IR@rouseproperties.com

text: BROOKFIELD

text: ROUSE PROPERTIES, INC.

text: Rouse Properties, Inc.

text: BSREP II Retail Pooling LLC

label: fund

text: Brookfield Asset Management, Inc.

override: fund

text: Brookfield

text: Brookfield

text: Brookfield

text: Brookfield

text: BofA Merrill Lynch

text: Sidley Austin LLP

text: Weil, Gotshal & Manges LLP

text: Brookfield

text: Rouse Properties, Inc.

text: Rouse Properties, Inc.


text:
EX-99.1
2
che-20190917xex99_1.htm
EX-99.1
Exhibit 991
Exhibit 99.1
CONTACT: David P. Williams
(513) 762-6901
Roto-Rooter Completes the Previously Announced Purchase of Assets of Its Largest Independent Franchise Operator
CINCINNATI, September 16, 2019 - Roto-Rooter Services Company, a wholly-owned subsidiary of Chemed Corporation ("Chemed") (NYSE: CHE) announced the completion of the previously announced purchase of HSW RR, Inc.'s ("HSW") franchise operations and Western Drain Supply for an aggregate purchase price of $120 million. HSW is Roto-Rooter's largest independent franchise operator.
This is Roto-Rooter's largest franchise acquisition and will add fourteen Roto-Rooter franchises in the western U.S. The franchised territories include: Metro Los Angeles (including Inland Empire, San Fernando Valley, San Gabriel County, Orange County) and San Diego, California; Dallas and El Paso, Texas; Phoenix, Tucson, and Florence, Arizona; Salt Lake City, Ogden, Park City and Provo, Utah; and Portland and Salem, Oregon. Collectively, these Roto-Rooter locations serve a population of approximately 32 million people.
The transaction, which was announced on August 5, 2019, closed effective September 16, 2019. This purchase is part of Roto-Rooter's ongoing strategy of acquiring franchises to boost productivity, market share and profitability.
Listed on the New York Stock Exchange and headquartered in Cincinnati, Ohio, Chemed Corporation (www.chemed.com) operates two wholly owned subsidiaries: VITAS Healthcare and Roto-Rooter. VITAS is the nation's largest provider of end-of-life hospice care and Roto-Rooter is the nation's leading provider of plumbing and drain cleaning services.
Statements in this press release or in other Chemed communications may relate to future events or Chemed's future performance. Such statements are forward-looking statements and are based on present information Chemed has related to its existing business circumstances. Investors are cautioned that such forward-looking statements are subject to inherent risk that actual results may differ materially from such forward-looking statements. Further, investors are cautioned that Chemed does not assume any obligation to update forward-looking statements based on unanticipated events or changed expectations.
###

text: Roto-Rooter

text: Roto-Rooter Services Company

text: Roto-Rooter

text: Roto-Rooter

text: Roto-Rooter

text: Roto-Rooter

text: Roto-Rooter

text: Roto-Rooter

text: Roto-Rooter


text:
EX-99.1
2
d318218dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
ImmunityBio Completes Acquisition of Athenex's Interest in Dunkirk, New York Advanced
Biotech Manufacturing Facility
409,000 square foot,
state-of-the-art
facility expands capabilities for large-scale manufacture of vaccine
and immunotherapy product candidates
CULVER CITY, Calif.,
February 15, 2022
-
ImmunityBio, Inc. (NASDAQ: IBRX), a clinical-stage
immunotherapy company ("ImmunityBio"), today announced the successful completion of its acquisition of the leasehold interest in an ISO Class 5 pharmaceutical manufacturing space in western New York from global pharmaceutical company
Athenex, Inc. (NASDAQ: ATNX).
The new
state-of-the-art
biotech production facility, located in Dunkirk, New York (Chautauqua County), includes clean rooms for upstream
and downstream manufacturing activities, as well as fill and finish and large-scale lyophilization capabilities. The full-scale facility enables ImmunityBio to substantially expand and diversify its existing manufacturing capacity in the U.S. and
through its strategic collaborators in Africa.
"We are thrilled to add the Dunkirk manufacturing facility and the talented team running it to our
organization", said Richard Adcock, President and CEO of ImmunityBio. "This facility provides production capacity at a significant scale here in the U.S. and at significantly lower capital cost than building a facility like this from the
ground up. It is an important component of our overall strategic growth plan, accelerating our ability to develop, prove, and bring to market our most promising products and therapies in competitive and regulated markets".
For additional information about the transaction, please see the announcement press release
here
.
About ImmunityBio
ImmunityBio is a leading
late-clinical-stage immunotherapy company developing next-generation therapies that drive immunogenic mechanisms for defeating cancers and infectious diseases. The company's broad immunotherapy and cell therapy platforms-including Antibody
cytokine fusion proteins, synthetic immunomodulators, vaccine technologies (hAd5 viral vector, mRNA, recombinant protein, and adjuvant), and genetically-modified,
off-the-shelf
natural killer cells (autologous and allogenic cytokine-enhanced memory NK cells)-activate both the innate (natural killer cell and macrophage) and
adaptive (T cell) immune systems to create long-term "immunological memory".
ImmunityBio's clinical pipeline consists of 21 clinical
trials-13 of which are in Phase II or III development-across 12 indications in solid and liquid cancers (including bladder, pancreatic, and lung cancers) and infectious diseases (including
SARS-CoV-2
and HIV). Anktiva
™
, ImmunityBio's lead cytokine infusion protein, is a novel
interleukin-15
(IL-15)
superagonist complex and has received Breakthrough Therapy and Fast Track Designations from the U.S. Food and Drug Administration (FDA) for
BCG-unresponsive
CIS
non-muscle
invasive bladder cancer (NMIBC).
The company has established GMP manufacturing capacity at scale with
cutting-edge cell manufacturing expertise and
ready-to-scale
facilities, as well as extensive and seasoned R&D, clinical trial, and regulatory operations, and
development teams. For more information, please visit:
www.immunitybio.com
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements regarding
ImmunityBio's acquisition of the leasehold interest in the Dunkirk Facility and certain related assets from Athenex (the "Dunkirk Facility Transaction"), the scale and timing of production capacity for the Dunkirk Facility, and
ImmunityBio's ability to develop its product candidates at the Dunkirk Facility Transaction, among others. Statements in this press release that are not statements of historical fact are considered forward-looking statements, which are usually
identified by the use of words such as "anticipates", "believes", "continues", "could", "estimates", "expects", "intends", "may", "plans,"
"potential", "predicts", "projects", "seeks", "should", "will", and variations of such words or similar expressions. Statements of past performance, efforts, or results of our preclinical
and clinical trials, about which inferences or assumptions may be made, can also be forward-looking statements and are not indicative of future performance or results. Forward-looking statements are neither forecasts, promises nor guarantees, and
are based on the current beliefs of ImmunityBio's management as well as assumptions made by and information currently available to ImmunityBio. Such information may be limited or incomplete, and ImmunityBio's statements should not be read
to indicate that it has conducted a thorough inquiry into, or review of, all potentially available relevant information. Such statements reflect the current views of ImmunityBio with respect to future events and are subject to known and unknown
risks, including business, regulatory, economic and competitive risks, uncertainties, contingencies and assumptions about ImmunityBio, including, without limitation, (i) the ability of ImmunityBio to continue its planned preclinical and
clinical development of its development programs, and the timing and success of any such continued preclinical and clinical development and planned regulatory submissions, (ii) ImmunityBio's ability to retain and hire key personnel,
including in connection with the Dunkirk Facility Transaction, (iii) ImmunityBio's ability to obtain additional financing to fund its operations and complete the development and commercialization of its various product candidates,
(iv) ImmunityBio's ability to successfully commercialize its product candidates and uncertainties around regulatory reviews and approvals, (v) ImmunityBio's ability to scale its manufacturing and commercial supply operations for
its product candidates and future approved products, (vi) ImmunityBio's ability to obtain, maintain, protect and enforce patent protection and other proprietary rights for its product candidates and technologies,
(vii) ImmunityBio's ability to comply with the obligations assumed in connection with the Dunkirk Facility Transaction, and (viii) the unknown future impact of the
COVID-19
pandemic on certain
clinical trials or their milestones and/or ImmunityBio's business operations or operating expenses. More details about these and other risks that may impact ImmunityBio's business are described under the heading "Risk Factors" in
the Company's Form
8-K
filed with the U.S. Securities and Exchange Commission ("SEC") on March 10, 2021, Form
10-Q
filed with the SEC on
November 12, 2021 and in subsequent filings made by ImmunityBio with the SEC, which are available on the SEC's website at www.sec.gov. ImmunityBio cautions you not to place undue reliance on any forward-looking statements, which speak only
as of the date hereof. ImmunityBio does not undertake any duty to update any forward-looking statement or other information in this press release, except to the extent required by law.
Contacts
Investors
Sarah Singleton
ImmunityBio, Inc.
844-696-5235,
Option 5
Sarah.Singleton@immunitybio.com
Media
Katie Dodge
Salutem
978-360-3151
Katie.Dodge@salutemcomms.com

text: ImmunityBio

text: Athenex

text: ImmunityBio

text: ImmunityBio

text: Athenex

text: ImmunityBio

text: Richard Adcock

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: Athenex

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio

text: ImmunityBio


text:
EX-99.1
2
ex_312601.htm
EXHIBIT 99.1
ex_312601.htm
Exhibit 99.1
Vaxart Announces Acquisition of Second GMP Manufacturing Facility
Purchase expected to give Vaxart greater control over manufacturing schedules
SOUTH SAN FRANCISCO, Calif., Dec. 1, 2021 - Vaxart, Inc. (NASDAQ: VXRT) has entered into an agreement with Kindred Bioscience, Inc. ("KindredBio") for the purchase of KindredBio's manufacturing equipment and sublease of its GMP (Good Manufacturing Practices) manufacturing facility in Burlingame, California, giving Vaxart control of its second GMP manufacturing facility.
The transaction closed Tuesday, Nov. 30, 2021, and Vaxart expects the facility to be operational for GMP production in Q1 2022.
"This acquisition gives us greater flexibility to manage our manufacturing needs by allowing Vaxart to exercise more control over our quality control program and the timing of our manufacturing activities", said Andrei Floroiu, Vaxart's Chief Executive Officer.
"Vaxart is developing not only COVID-19 oral tablet and norovirus vaccines but also oral tablet vaccines for other diseases using our proprietary delivery platform. With this second plant, we expect to have the clinical-scale manufacturing capacity necessary to rapidly develop our multiple programs in parallel", Floroiu said.
Vaxart's existing South San Francisco GMP manufacturing facility and the Burlingame facility will manufacture materials for Vaxart's COVID-19 and norovirus oral vaccine tablets. Vaxart recently began a Phase II study of its COVID-19 vaccine candidate and has several Phase I studies of its norovirus vaccine candidate underway.
The Burlingame facility, which can produce biologic drug substances at up to 500L bioreactor scale, has been used by Vaxart since April 2020 to produce COVID-19 and norovirus vaccine clinical trial materials. It will also provide GMP manufacturing capacity to support the development of additional candidates in Vaxart's vaccine portfolio.
About Vaxart
Vaxart is a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform. Vaxart vaccines are designed to be administered using tablets that can be stored and shipped without refrigeration and eliminate the risk of needle-stick injury. Vaxart believes that its proprietary tablet vaccine delivery platform is suitable to deliver recombinant vaccines, positioning the company to develop oral versions of currently marketed vaccines and to design recombinant vaccines for new indications. Vaxart's development programs currently include tablet vaccines designed to protect against coronavirus, norovirus, seasonal influenza, and respiratory syncytial virus (RSV), as well as a therapeutic vaccine for human papillomavirus (HPV), Vaxart's first immune-oncology indication. Vaxart has filed broad domestic and international patent applications covering its proprietary technology and creations for oral vaccination using adenovirus and TLR3 agonists.
Note Regarding Forward-Looking Statements
This press release contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this press release regarding Vaxart's strategy, prospects, plans and objectives, results from pre-clinical and clinical trials, commercialization agreements and licenses, and beliefs and expectations of management are forward-looking statements. These forward-looking statements may be accompanied by such words as "should", "believe", "could", "potential", "will", "expected", "plan", and other words and terms of similar meaning. Examples of such statements include, but are not limited to, statements relating to Vaxart's ability to develop and commercialize its product candidates, including its vaccine booster products; Vaxart's expectations regarding clinical results and trial data; and Vaxart's expectations with respect to the effectiveness of its product candidates. Vaxart may not actually achieve the plans, carry out the intentions, or meet the expectations or projections disclosed in the forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations, and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Vaxart makes, including uncertainties inherent in research and development, including the ability to meet anticipated clinical endpoints, commencement, and/or completion dates for clinical trials, regulatory submission dates, regulatory approval dates, and/or launch dates, as well as the possibility of unfavorable new clinical data and further analyses of existing clinical data; the risk that clinical trial data are subject to differing interpretations and assessments by regulatory authorities; whether regulatory authorities will be satisfied with the design of and results from the clinical studies; decisions by regulatory authorities impacting labeling, manufacturing processes, and safety that could affect the availability or commercial potential of any product candidate, including the possibility that Vaxart's product candidates may not be approved by the FDA or non-U.S. regulatory authorities; that, even if approved by the FDA or non-U.S. regulatory authorities, Vaxart's product candidates may not achieve broad market acceptance; that a Vaxart collaborator may not attain development and commercial milestones; that Vaxart or its partners may experience manufacturing issues and delays due to events within, or outside of, Vaxart's or its partners' control; difficulties in production, particularly in scaling up initial production, including difficulties with production costs and yields, quality control, including stability of the product candidate and quality assurance testing, shortages of qualified personnel or key raw materials, and compliance with strictly enforced federal, state, and foreign regulations; that Vaxart may not be able to obtain, maintain, and enforce necessary patent and other intellectual property protection; that Vaxart's capital resources may be inadequate; Vaxart's ability to resolve pending legal matters; Vaxart's ability to obtain sufficient capital to fund its operations on terms acceptable to Vaxart, if at all; the impact of government healthcare proposals and policies; competitive factors; and other risks described in the "Risk Factors" sections of Vaxart's Quarterly and Annual Reports filed with the SEC. Vaxart does not assume any obligation to update any forward-looking statements, except as required by law.
Contacts
Vaxart
Media Relations:
Investor Relations:
Mark Herr
Andrew Blazier
Vaxart, Inc.
FINN Partners
mherr@vaxart.com
IR@Vaxart.com
(203) 517-8957
(646) 871-8486

text: Vaxart

text: Vaxart

text: Vaxart, Inc.

text: Kindred Bioscience, Inc.

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart

text: Vaxart, Inc.


text:
EX-99.1
2
a5372877ex99_1.htm
EXHIBIT 99.1
Exhibit 99.1
Exhibit
99.1
DELEK
US ANNOUNCES CLOSING OF PURCHASE OF RETAIL FUEL AND
CONVENIENCE
STORES FROM CALFEE COMPANY OF DALTON, INC.
FRANKLIN,
TN. April 9, 2007 - Delek US Holdings, Inc. (NYSE: DK) today announced that
MAPCO Express, Inc., a wholly-owned subsidiary, has completed the purchase
of 90
retail fuel and convenience stores from Calfee Company of Dalton, Inc. and
affiliated companies ("Calfee"), for approximately $57 million excluding
inventory. The Company continues to work toward completing the purchase of
the
remaining 17 stores that are subject to the parties' definitive purchase and
sale agreement. In the meantime, the Company will operate the remaining stores
pursuant to an operating and management agreement between the parties. The
Company expects to complete the purchase of the remaining stores for a purchase
price of approximately $8 million during the current quarter after necessary
closing conditions are satisfied. The stores operate under the brand Favorite
Markets, and are located primarily in eastern Tennessee and northern
Georgia. During the previous three fiscal years ending April 30, the 107
stores produced average sales of approximately $242 million, average
merchandise sales of $87 million and average fuel sales of 83 million
gallons.
Uzi
Yemin,
President and Chief Executive Officer of Delek US, said, "We are pleased to
announce the substantial completion of our third acquisition since our initial
public offering in May 2006. With this acquisition, we increase our stores
in
operation to nearly 500, which represents a strategic milestone. Together with
the 43 Fast Petroleum stores acquired last summer, we believe the Favorite
Markets stores establish MAPCO as a market leader in the Chattanooga
market."
About
the Company:
Delek US
Holdings, Inc. is a diversified energy business focused on petroleum refining,
marketing and supply, and retail marketing. The refining segment operates a
high
conversion, independent refinery, with a design crude distillation capacity
of
60,000 barrels per day, in Tyler, Texas. The marketing and supply segment
markets refined products through its terminals in Abilene, Texas and San Angelo,
Texas as well as other third party terminals. The retail segment markets
gasoline, diesel and other refined petroleum products and convenience
merchandise through a network of company-operated retail fuel and convenience
stores, operated under the MAPCO Express®, MAPCO Mart™, East Coast®, Favorite
Markets™ and Discount Food Mart™ brand names.
Safe
Harbor Provisions Regarding Forward-Looking
Statements:
Statements in this press release concerning matters that are not historical
facts are "forward-looking statements", as that term is defined under the
federal securities laws. The forward-looking statements are based upon current
expectations and involve a number of risks and uncertainties that could cause
actual results and events to differ materially from the results and events
anticipated or implied by such forward looking statements.
-MORE-
These
risks and uncertainties include, but are not limited to: our competitive
position and the effects of competition; the projected growth of the industry
in
which we operate; management's ability to execute its strategy of growth through
acquisitions and transactional risks in acquisitions; general economic and
business conditions, particularly levels of spending relating to travel and
tourism or conditions affecting the southeastern United States; and other risks
contained in our filings with the Securities and Exchange Commission. The past
results achieved by Calfee in operating its stores and the future results to
be
achieved by the Company in operating the Calfee stores may differ. Delek US
undertakes no obligation to update or revise any such forward-looking
statements.
Investor
Relations Contact:
Assi
Ginzburg
Scott
Brittain
Vice
President of Strategic Planning
Kristina
Korte
Delek
US Holdings, Inc.
Corporate
Communications Inc.
615/224-1179
615-254-3376
U.S.
Media Contact:
Israel
Media Contact:
Paula
Lovell
Lior
Chorev
Lovell
Communications Inc.
Arad
Communications
615-297-7766
011-972-3-644-0404
615-972-2964
(Cell)
-END-

text:
DELEK
US

text: CALFEE COMPANY OF DALTON, INC.

text: Delek US Holdings, Inc.

text: Calfee Company of Dalton, Inc.

text:
Uzi
Yemin

text: Delek US

text:
Delek US
Holdings, Inc.

text: Delek US

text:
Scott
Brittain

text:
Delek
US Holdings, Inc.


text:
EX-99.1
2
tse-20211201xex99d1.htm
EX-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 Completes Sale of Synthetic Rubber Business to Synthos S.A.
---
Close of sale will serve as an additional catalyst for helping Trinseo transform into a higher margin, less cyclical specialty materials and sustainable solutions provider
BERWYN, Pa. December 1, 2021 --
Trinseo (NYSE: TSE), a global materials company and manufacturer of plastics and latex binders, announced today
the closing of the previously announced transaction to sell its synthetic rubber business based in Schkopau, Germany ("Synthetic Rubber" or the "Business") to Synthos S.A. and its affiliates (collectively "Synthos") for an enterprise value of approximately $491 million, comprised of a cash purchase price of $402.4 million, the assumption of approximately $41.6 million of pension liabilities by Synthos, and net working capital (excluding inventory) retained by Trinseo of $47.0 million. In October, Trinseo and Synthos entered into an amendment to the original purchase agreement to reduce the cash purchase price from $449.4 million to $402.4 million in exchange for an equivalent amount ($47.0 million) of net working capital to be collected by Trinseo. Following Trinseo's collection of the net working capital, the expected net cash proceeds are approximately $400 million after transaction-related costs and taxes.
The Business includes approximately 440 employees, mostly located in Schkopau, Germany. The transaction also includes the transfer of the associated Schkopau-based manufacturing and research and development facilities, as well as related intellectual property.
Trinseo's sale of Synthetic Rubber to Synthos is another step forward in a series of strategic actions, including the recent acquisitions of Arkema's PMMA business in May 2021 and Aristech Surfaces LLC in September 2021, as well as the planned divestiture of its styrenics businesses, for which a formal sales process is expected to launch in the first quarter of 2022. These steps are part of the company's transformation into a higher growth, higher margin and less cyclical specialty and sustainable materials provider.
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, building and construction, and tires. 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.
Cautionary 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, our ability to successfully execute our transformation strategy and business strategy; our ability to integrate acquired businesses; global supply chain volatility, increased costs or disruption in the supply of raw materials or increased costs for transportation of our products; the nature of investment opportunities presented to the Company from time to time; and 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

text: Trinseo

text: Trinseo

text: Synthos S.A.

text: Trinseo

text: Trinseo

text: Synthos S.A.

text: Trinseo

text: Trinseo

text: Trinseo

text: Trinseo

text: Trinseo

text: Trinseo

text: Trinseo

text: Trinseo

text: Trinseo


text:
EX-99.1
3
a06-20692_1ex99d1.htm
EX-99
Exhibit 99.1
TO BUSINESS AND
TECHNOLOGY EDITORS:
AboveNet, Inc.
Sells Data Centers in New York City and Northern Virginia to Digital Realty
Trust
NEW YORK, Oct. 2 /PRNewswire/ - AboveNet, Inc., a
provider of fiber based connectivity solutions for businesses and carriers,
today announced that it completed a transaction to sell its interests in three
data center facilities located in New York City and Northern Virginia to
Digital Realty Trust, Inc. (NYSE: DLR) on October 1, 2006. The purchase price
for these data center facilities is $40,075,000.
"This news is very positive for our data center
customers. Digital Realty Trust has a strong reputation for operational
excellence and is committed to investing in its properties. Our customers will
have two very focused companies working together to meet their needs. Customers
will continue to work with AboveNet to meet their networking requirements for
private optical networks and IP services utilizing AboveNet's vast fiber optic
network and extensive solutions experience. They will work with Digital Realty
Trust's world-class team for data center colocation services, including space,
power, cabinets, and cross-connects", said Bill LaPerch, President and CEO of
AboveNet. "From a strategic perspective, this transaction is consistent with
the continuing evolution of AboveNet as a company with a laser focus on fiber-based
connectivity solutions. This includes our new data center to data center
service, dcXchange, that delivers high performance connections between prime data
center locations in both these markets. This transaction allows us to continue
investing in our customers and the infrastructure they need to be successful in
today's bandwidth intensive marketplace".
Digital Realty Trust and AboveNet have developed a comprehensive
transition plan for the facilities that is designed to ensure that customers
experience no interruption in service and have continuity in both operational
and administrative processes regarding their space in the buildings.
"The addition to our portfolio of these outstanding
datacenter facilities in New York City and Northern Virginia expands our
footprint in two key markets, which are experiencing very strong demand for
data center space. It also gives us an opportunity to work closely with AboveNet,
who shares our commitment to customer service", said Michael F. Foust, Chief
Executive Officer of Digital Realty Trust. "We look forward to working with
each of the customers at these locations to ensure that their needs are met
during this transition process. Digital Realty Trust strives to be a true
partner to each of our customers by working diligently to support their
technical needs and business goals not only today but
also over the long-term as
those needs and goals evolve".
The Bank
Street Group LLC served as exclusive financial advisor to AboveNet in
connection with this transaction.
About AboveNet, Inc.
AboveNet, Inc. provides fiber connectivity solutions
for businesses. Its private optical network delivers key network and IP
services in and between 14 top U.S. metro markets and London. AboveNet's
network is widely used in demanding markets such as financial services, media,
health care, retail and government.
About Digital Realty Trust, Inc.
Digital
Realty Trust, Inc. owns, acquires, repositions and manages technology-related
real estate. Digital Realty Trust's 54
properties contain applications and operations critical to the day-to-day
operations
of technology industry tenants and corporate
enterprise data center tenants.
Comprising approximately 10.8 million rentable square feet, including
1.4 million square feet of space held for redevelopment, Digital Realty Trust's
portfolio is located in 24 markets throughout North America and Europe. For additional information, please visit the
Digital Realty Trust's website at www.digitalrealtytrust.com.
This news release contains forward-looking statements
that involve risks and uncertainties. Factors that could cause or contribute to
such risks and uncertainties include, but are not limited to, general economic
and business conditions, competition, changes in technology and methods of
marketing, and various other factors beyond the Company's control. This also
includes such factors as are described from time to time in the SEC reports
filed by AboveNet, Inc. including the most recently filed Form 8-Ks.
SOURCE
AboveNet, Inc.
-0- 10/02/2006
/CONTACT:
Michael A. Brown,
Vice
President, Marketing &Customer Service, of AboveNet, Inc., +1-212-803-5016,
or Fax: +1-212-803-5652, mbrown@above.net/
/Web site: http://www.above.net
http://
www.digitalrealtytrust.com
/
(ABVT DLR)

text: AboveNet, Inc.

text:
Digital Realty
Trust

text: AboveNet, Inc.

text: Digital Realty Trust, Inc.

text: Digital Realty Trust

text:
Digital Realty
Trust

text: Digital Realty Trust

text: Michael F. Foust

text: Digital Realty Trust

text: Digital Realty Trust

text:
Bank
Street Group LLC

text: AboveNet, Inc.

text: AboveNet, Inc.

text: Digital Realty Trust, Inc.

text:
Digital
Realty Trust, Inc.

text: Digital Realty Trust

text: Digital Realty Trust

text: Digital Realty Trust

text: AboveNet, Inc.

text: AboveNet, Inc.

text: Michael A. Brown

text: AboveNet, Inc.


text:
EX-99.1
4
a19-8251_2ex99d1.htm
EX-99.1
Exhibit 99.1
Osiris Therapeutics, Inc. Announces Closing of Acquisition by Smith & Nephew plc
COLUMBIA, Md., April 17, 2019 - Osiris Therapeutics, Inc. (NASDAQ: OSIR), a regenerative medicine company focused on developing and marketing products for wound care, orthopedics, and sports medicine, announced today that it has completed the previously announced sale of Osiris to Smith & Nephew plc ("Smith & Nephew") through the consummation of a merger of Osiris with and into an indirect wholly-owned subsidiary of Smith & Nephew (the "Subsidiary") without a vote of the Osiris stockholders in accordance with Section 3-106.1 of the Maryland General Corporation Law. A majority of the outstanding shares of Osiris common stock were tendered in the tender offer. In the second-step merger, each share of Osiris common stock that was not purchased by Smith & Nephew in the tender offer (other than shares directly owned by the Subsidiary or by any subsidiary of Osiris) has been converted into the right to receive $19.00 per share in cash, without interest, subject to any required withholding of taxes, which is the same cash price per share as was paid in the tender offer. As a result of the merger, Osiris became an indirect wholly-owned subsidiary of Smith & Nephew and Osiris' shares will cease to be traded on the NASDAQ Global Select Market.
About Osiris Therapeutics
Osiris Therapeutics, Inc., based in Columbia, Maryland, researches, develops, manufactures and commercializes regenerative medicine products intended to improve the health and lives of patients and lower overall healthcare costs. We have achieved commercial success with products in orthopedics, sports medicine and wound care, including the Grafix product line, Stravix®
, BIO(4)
®
and Cartiform
®
. We continue to advance our research and development by focusing on innovation in regenerative medicine, including the development of bioengineered stem cell and tissue-based products. Osiris
®
, Grafix
®
, GrafixPL
®
, GrafixPL PRIME
™
, Cartiform
®
, and Prestige Lyotechnology
sm
are our trademarks. BIO(4)
®
is a trademark of Howmedica Osteonics Corp., a subsidiary of Stryker Corporation. More information can be found on the Company's website, www.osiris.com.

text: Osiris Therapeutics, Inc.

text: Smith & Nephew plc

text: Osiris Therapeutics, Inc.

text: Osiris

text: Smith & Nephew plc

text: Smith & Nephew

text: Osiris

text: Smith & Nephew

text: Osiris

text: Osiris

text: Osiris

text: Smith & Nephew

text: Osiris

text: Osiris

text: Smith & Nephew

text: Osiris

text: Osiris Therapeutics, Inc.

text: Osiris


text:
EX-99.2
5
s002316x1_ex99-2.htm
EXHIBIT 99.2
Exhibit 99.2
BLACKHAWK NETWORK HOLDINGS, INC. ANNOUNCES EFFECTIVE DATE
OF MAKE-WHOLE FUNDAMENTAL CHANGE RELATING
TO ITS 1.50% CONVERTIBLE SENIOR NOTES DUE 2022
PLEASANTON, Calif. (June 15, 2018) - Blackhawk Network Holdings, Inc. (the "Company") announced today that, in connection with the closing of the transactions contemplated by the Agreement and Plan of Merger, dated as of January 15, 2018 (the "Merger Agreement"), by and among the Company, BHN Merger Sub, Inc. and BHN Holdings, Inc.,
the Company
delivered a Notice of Fundamental Change Repurchase Right, Conversion Rate Adjustment, Reference Property after Merger Event, Conversion Rights and Execution of Supplemental Indenture (the "Notice") to holders of its 1.50% Convertible Senior Notes due 2022 (the "Notes"), pursuant to the Indenture, dated as of July 27, 2016 (the "Indenture"), by and between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the "Trustee"), notifying holders that the Effective Date (as defined in the Indenture) of a Fundamental Change (as defined in the Indenture) occurred on June 15
, 2018
.
Holders of Notes are entitled to an increase in the Conversion Rate as a result of the Fundamental Change if they convert their Notes in connection with the Fundamental Change
. Accordingly, a
s more fully described in the notice to holders, pursuant to the First Supplemental Indenture, dated as of June 15, 2018, by and between the Company and the Trustee, to the Indenture, holders that elect to convert their
Notes
in accordance with the Indenture at any time from and including June 15
, 2018
until and including
July 3, 2018
, which is the business day immediately preceding the Fundamental Change Repurchase Date of July
5, 2018
(the "Make-Whole Conversion Period
"),
will receive
an amount of cash equal to $1,117.96 per $1,000 principal amount of Convertible Notes
based on a Conversion Rate of 24.7064, after giving effect to the increase in the Conversion Rate as a result of the Fundamental Change. Holders that elect to convert their
Notes
in accordance with the Indenture, other than during the
Make-Whole Conversion Period
will receive $908.05 per $1,000 principal amount of
Notes
based on a Conversion Rate of 20.0673.
Holders who wish to convert their Notes must satisfy the requirements set forth in the Indenture. Since all Notes are Global Notes, they must be submitted for conversion through the facilities of The Depository Trust Company and comply with its procedures.
The conversion value of the Notes, as described above, is fixed as of the
Effective Date
and is not subject to further adjustment.
Holders of Notes should read carefully the Notice (available at https://blackhawknetwork.com/convertible-note/) regarding their conversion rights in connection with the Fundamental Change and the rights of holders to require the Company to repurchase their Notes in connection with their Fundamental Change repurchase right, as it contains important information as to the procedures and timing for the exercise of such rights.
The Trustee under the Indenture is The Bank of New York Mellon Trust Company, N.A. For questions or assistance related to converting the Notes or tendering them for repurchase, contact The Bank of New York Mellon Trust Company, N.A., Corporate Trust Operations - Reorganization Unit at (315) 414-3362. All other questions may be directed to Brian Joyce at (925) 738-7205 at the Company.
About Blackhawk Network Holdings, Inc.
Blackhawk Network Holdings, Inc. is a global financial technology company and a leader in connecting brands and people through branded value solutions. Blackhawk platforms and solutions enable the management of stored value products, promotions and incentive programs in retail, ecommerce, financial services and mobile wallets. Blackhawk's Hawk Commerce division offers technology solutions to businesses and direct to consumers. The Hawk Incentives division offers enterprise, SMB and reseller partners an array of platforms and branded value products to incent and reward consumers, employees and sales channels. Headquartered in Pleasanton, Calif., Blackhawk operates in the United States and 25 other countries. For more information, please visit blackhawknetwork.com, hawkcommerce.com, hawkincentives.com or our product websites giftcards.com, giftcardmall.com, cardpool.com, giftcardlab.com,omnicard.com and cashstar.com.
-END-

text: BLACKHAWK NETWORK HOLDINGS, INC.

text: Blackhawk Network Holdings, Inc.

text: BHN Merger Sub, Inc.

text: BHN Holdings, Inc.

text: Blackhawk Network Holdings, Inc.

text: Blackhawk Network Holdings, Inc.


text:
EX-99.1
2
a12-17264_1ex99d1.htm
EX-99.1
Exhibit 99.1
ZAZA ENERGY CORPORATION
1301 MCKINNEY STREET
SUITE 3000
HOUSTON, TX 77010
NEWS RELEASE
ZAZA ENERGY COMPLETES TRANSACTION WITH HESS
Company Engaged In Strategic Review Process To Identify Joint Venture Partners
HOUSTON - July 26, 2012 -
ZaZa Energy Corporation ("the Company" or "ZaZa") (NASDAQ: ZAZA) announced today that it has completed its transaction with Hess Corporation ("Hess") (collectively, the "Parties"), announced on June 11, 2012. The transaction (i) effectively terminates the Parties' 2010 agreements in Texas and, following government approval, those in France, (ii) divides the Parties' assets under those agreements; (iii) provides a further cash payment to ZaZa today of approximately $69 million; and (iv) allows ZaZa to pay down its $100 million senior secured notes due 2017 by $33 million.
As previously announced, ZaZa has engaged Jefferies & Company, Inc. ("Jeffries") as its financial advisor to assist in securing a joint venture partner or partners for ZaZa's Eagle Ford and Woodbine/Eaglebine assets, as well as to evaluate all strategic opportunities available to the Company. The completion of the Hess transaction and resulting dissolution of that joint venture will allow ZaZa and Jeffries to freely explore a range of strategic alternatives available to the Company in order to create value for all stockholders. More information on this process will be provided in the coming months.
Mr. Craig McKenzie, Chief Executive Officer, said, "We are very pleased to announce the closing of the transaction with Hess. ZaZa has come a long way in a very short period of time and now holds core positions in some of the most exciting and prolific oil and gas plays in North America. I would like to thank our Board and full management team for their dedication and effort during this critical time for the Company".
Mr. Todd Brooks, President, said, "This is a very exciting time for the Company. With today's announcement, we are positioned to launch a full-scale review of potential strategic partners to best exploit our assets in the Eagle Ford, one of the most prolific resource plays in the U.S., and the Woodbine/Eaglebine, an emerging resource play in the Eastern trend of the Eagle Ford. With years of experience working in the Eagle Ford and throughout Southern Texas, we are well prepared to maximize production across these two resource plays. We look forward to executing on our strategic plan and creating value for all stockholders".
ZaZa's portfolio of assets now comprises approximately 72,000 net acres in the Eagle Ford core, 98,520 nearly contiguous net acres in the Woodbine/Eaglebine play in Grimes, Madison, and Walker Counties, approximately 24,260 wholly-owned acres of conventional producing assets in the Paris Basin, and a 5% ORRI capped at $130 million in the Paris Basin exploration licenses following government approval in France. ZaZa is operator on almost all of the portfolio acreage. Net total production from the conventional French assets is approximately 850 barrels of oil per day ("bopd"), with total 2P reserves of approximately ten (10) million barrels of oil. Net oil sales in the Eagle Ford will decrease from 301 bopd to 281 bopd pro forma the agreement, and net natural gas sales will increase from 619 thousand cubic feet of gas per day ("mcfd") to 729 mcfd (all figures as at June 6, 2012). The Company's pro forma total net sales will be 1,131 bopd and 729 mcfd.
713-595-1900 (OFFICE)
·
713-595-1919 (FAX)
·
WWW.ZAZAENERGY.COM
About ZaZa Energy Corporation
Headquartered in Houston, Texas, with offices in Corpus Christi, Texas and Paris, France, ZaZa Energy Corporation is a publicly-traded exploration and production company with primary assets in the Eagle Ford, Eaglebine and Paris Basin resource plays. More information about the Company may be found at www.zazaenergy.com.
Safe Harbor Statement
Except for the historical information contained herein, the matters set forth in this news release are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. ZaZa intends that all such statements be subject to the "safe-harbor" provisions of those Acts. Many important risks, factors and conditions may cause ZaZa's actual results to differ materially from those discussed in any such forward-looking statement. These risks include, but are not limited to, estimates of reserves, estimates of production, future commodity prices, exchange rates, interest rates, geological and political risks, drilling risks, product demand, transportation restrictions, actual recoveries of insurance proceeds, the ability of ZaZa to obtain additional capital, and other risks and uncertainties described in the Company's filings with the Securities and Exchange Commission. The historical results achieved by ZaZa are not necessarily indicative of its future prospects. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
# # #
Investor Contact:
Tony Vermeire
+33 1 47 03 34 24
tony.vermeire@zazaenergy.com
Contact:
Shirley Z. Anderson, Corporate Secretary
T: +1 214 559-3933
shirley.anderson@zazaenergy.com
2

text: ZAZA ENERGY CORPORATION

text: HESS

text: ZaZa Energy Corporation

text: Hess Corporation

text: Hess

text: Jefferies & Company, Inc.

text: Hess

text: Hess

text: Todd Brooks

text: ZaZa Energy Corporation

text: ZaZa Energy Corporation


text:
EX-99.1
16
dex991.htm
PRESS RELEASE
Press Release
Exhibit 99.1
FOR IMMEDIATE RELEASE
VIA Pharmaceuticals Receives NASDAQ Deficiency Notice
San Francisco, CA, June 11, 2007 - VIA
Pharmaceuticals, Inc. (NASDAQ: VIAP) a biotechnology company focused on the development of compounds for the treatment of cardiovascular disease, announced today that, as expected, it received a letter dated June 7, 2007 from The NASDAQ Stock
Market formally notifying the Company that it did not demonstrate compliance with the recently adopted $15 million market value of publicly held shares requirement (the "Minimum Public Float Rule") upon consummation of its merger with
Corautus Genetics Inc., as required by NASDAQ Marketplace Rules 4340 and 4310(c)(2)(A)(ii).
As previously reported and in connection with this issue, on
June 5, 2007, the NASDAQ Listing Qualifications Panel determined to provide VIA with an extension of time within which to comply with certain requirements. Among other things, the Panel decision gave the Company until June 29, 2007 to
evidence compliance with the Minimum Public Float Rule.
The Company is making every effort to timely evidence compliance with the terms of the
Panel's decision. However, there can be no assurance that it will be able to do so.
About VIA Pharmaceuticals, Inc.
VIA Pharmaceuticals, Inc. is a biotechnology company focused on the development of compounds for the treatment of cardiovascular disease. VIA is building a pipeline of
small-molecule drugs that target inflammation in the blood vessel wall, an underlying cause of atherosclerosis and its complications, including heart attack and stroke. VIA's lead drug candidate, VIA-2291, is in two concurrent Phase II clinical
studies in patients with cardiovascular disease. VIA is headquartered in San Francisco, CA. For more information, visit:
www.viapharmaceuticals.com
.
Forward-Looking Statements
This press release may contain forward-looking statements made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Such statements are subject to certain factors, risks and uncertainties that may cause actual results, events and performances to differ materially from those referred to in such statements. These
risks include statements that address performance, events or developments that we expect or anticipate will occur in the future, such as the company's ability to satisfy the initial listing requirements of the NASDAQ Capital Market and remain
listed, the company's potential for future growth and the development of the company's operations and product pipeline. These risks are discussed in Corautus Genetics Inc.'s Securities and Exchange Commission filings, including, but
not limited to, the risk factors in Corautus Genetics Inc.'s Definitive Proxy Statement on Schedule 14A, which was filed on May 10, 2007 (as subsequently supplemented), Corautus Genetics Inc.'s 2006 Annual Report on Form 10-K, which
was filed on March 30, 2007, as amended by Corautus Genetics Inc.'s Form 10-K/A for 2006, which was filed on April
30, 2007 and Corautus Genetics Inc.'s Form 10-Q for the period ended March 31, 2007, which was filed on
May 15, 2007, all of which are incorporated by reference into this release. All forward-looking statements included in this release are based on information available to VIA on the date hereof, and VIA does not assume any obligation to update
any such forward-looking statements.
Contact Information:
VIA Pharmaceuticals, Inc.
James G. Stewart
Senior Vice President and Chief Financial Officer
415.283.2204
The Trout Group
Ian Clements / Lauren Glaser - San
Francisco
415.392.3385
Brian
Korb - New York City
646.378.2923

text: VIA Pharmaceuticals

text:
VIA
Pharmaceuticals, Inc.

text: Corautus Genetics Inc.

text: VIA Pharmaceuticals, Inc.

text: VIA Pharmaceuticals, Inc.

text: Corautus Genetics Inc.

text: Corautus Genetics Inc.

text: Corautus Genetics Inc.

text: Corautus Genetics Inc.

text: Corautus Genetics Inc.

text: VIA Pharmaceuticals, Inc.


text:
EX-99.1
3
dex991.htm
PRESS RELEASE ISSUED ON DECEMBER 13, 2004
Press Release issued on December 13, 2004
Exhibit 99.1
5995 Plaza Drive
For Immediate Release
Cypress, California 90630
News Release
Tel. (800) 631-0969
CONTACT:
Tyler Mason
Dan Yarbrough
Cliff Bowers
PHS Media Relations
PHS Investor Relations
AMZ Investor/Media Relations
Tyler.mason@phs.com
Dan.yarbrough@phs.com
Cliff.bowers@eAMS.com
(714) 226-3530
(714) 226-3540
(920) 661-2766
PacifiCare Health
Systems completes acquisition
of American Medical Security Group
CYPRESS, Calif., Dec. 13, 2004 -
PacifiCare Health Systems, Inc. (NYSE: PHS) today announced that it has completed its
previously disclosed acquisition of American Medical Security Group, Inc. (AMS).
Under the terms of the agreement, which was announced on September 15th, PacifiCare paid $32.75 in cash for each share of AMS common stock outstanding for a total equity purchase price of approximately $505 million.
PacifiCare will finance the acquisition through proceeds from a new $825 million credit
facility and the use of internally generated cash. The new credit facility will include a total of $625 million of term debt, approximately $148 million of which will be used to refinance the company's existing senior credit facility and
approximately $30 million of which will be used to refinance AMS's senior credit facility, and a new $200 million unutilized revolving credit facility.
1
PacifiCare Chairman and Chief Executive Officer Howard Phanstiel said: "This transaction provides us with a cost
efficient, scalable operations platform for our rapidly growing individual and small group customer market segment. It will add new proprietary products to our arsenal, including health savings accounts and group life products, and will expand our
geographic presence while reducing the portion of our total gross margin that is generated from Medicare Advantage".
AMS's operations are based in Green Bay, Wis., with approximately 1,400 employees providing a variety of individual and small group insurance products to members in
33 states and the District of Columbia through a network of more than 32,000 independent agents. With more than 314,000 commercial PPO members, AMS generated $712 million in total premium revenue in 2003.
AMS Chairman, President and Chief Executive Officer, Samuel V. Miller, stated that the
completion of the merger fulfills the company's long-standing commitment to creating shareholder value. "Looking ahead, we are pleased to bring our unique capabilities and market expertise to PacifiCare's exciting plans for
growth", Miller said.
Shareholders of AMS should not send AMS share
certificates to AMS or PacifiCare. AMS share certificates should be sent to the paying agent, LaSalle Bank, N.A. in accordance with the letter of transmittal to be mailed to AMS's shareholders by LaSalle.
Risk Factors Regarding Forward-Looking Statements
The statements in this news release, including those made by Howard Phanstiel and Sam
Miller, that are not historical facts are forward-looking statements within the meaning of the Federal securities laws, and may involve a number of risks and uncertainties. Such forward-looking statements include, but are not limited to, the
companies' ability to execute growth strategies, the perceived benefits of the acquisition, the ability to diversify PacifiCare's business, statements regarding plans, objectives and expectations with respect to future operations, products
and services and future performance. These risks and uncertainties include, but are not limited to: those found in documents filed by PacifiCare with the Securities and Exchange Commission; the ability to implement certain growth or diversification
strategies; the ability to obtain the expected operating efficiencies in the merger within the expected time frame and to integrate successfully into its operations; risks that such integration may be more difficult or costly than expected; revenue
following the transaction and other actual results associated with the acquisition of AMS that could differ from the perceived benefits; and customer loss and business disruption may be greater than expected in the transaction.
PacifiCare Health Systems is one of the nation's largest consumer health organizations
with more than 3 million health plan members and approximately 10 million specialty plan members
2
nationwide. PacifiCare offers individuals, employers and Medicare beneficiaries a variety of consumer-driven health care and life insurance products.
Currently, more than 99 percent of PacifiCare's commercial health plan members are enrolled in plans that have received Excellent Accreditation by the National Committee for Quality Assurance (NCQA). PacifiCare's specialty operations
include behavioral health, dental and vision, and complete pharmacy benefit management through its wholly owned subsidiary, Prescription Solutions. More information on PacifiCare Health Systems is available at www.pacificare.com.
3

text:
PacifiCare Health
Systems

text: American Medical Security Group

text: PacifiCare Health Systems, Inc.

text: American Medical Security Group, Inc.

text: PacifiCare

text: PacifiCare

text: PacifiCare

text: PacifiCare

text: PacifiCare

text: PacifiCare

text: PacifiCare

text: PacifiCare Health Systems

text: PacifiCare

text: PacifiCare

text: PacifiCare

text: PacifiCare Health Systems


text:
EX-99.1
2
ex-991pressrelease122721.htm
EX-99.1
Document
MACOM Transfers Equity Interest in Ampere for $127.7 Million
LOWELL, MA, December 27, 2021 - MACOM Technology Solutions Holdings, Inc. ("MACOM") (NASDAQ: MTSI) today announced that it has completed the sale of its equity interest in Ampere Computing Holdings LLC ("Ampere") to Denver Acquisition Corp., an affiliate of one of Ampere's other limited liability company members ("Purchaser"). Purchaser exercised its right to purchase MACOM's entire equity interest in Ampere in exchange for a predetermined cash consideration amount of approximately $127.7 million.
Ampere was established in 2017 when MACOM divested its ARM-based compute processor business of Applied Micro Circuits Corporation. In consideration for the divestiture, MACOM received a minority equity interest in Ampere with limited rights. Purchaser exercised its right to purchase all of MACOM's equity in Ampere for a value that was determined in 2017 at the time Ampere was established.
In conjunction with this transaction, MACOM expects to record a gain on its GAAP Statement of Operations for the fiscal quarter ended December 31, 2021, reflecting the difference between the cash consideration and the carrying value of its Ampere investment, as of the date of sale.
About MACOM
MACOM designs and manufactures high-performance semiconductor products for the Telecommunications, Industrial and Defense and Datacenter industries. MACOM services over 6,000 customers annually with a broad product portfolio that incorporates RF, Microwave, Analog and Mixed Signal and Optical semiconductor technologies. MACOM has achieved certification to the IATF16949 automotive standard, the ISO9001 international quality standard and the ISO14001 environmental management standard. MACOM operates facilities across the United States, Europe, Asia and is headquartered in Lowell, Massachusetts. To learn more, visit www.macom.com.
Company Contact:
MACOM Technology Solutions Holdings, Inc.
Stephen Ferranti
Vice President, Strategic Initiatives and Investor Relations
P: 978-656-2977
E: stephen.ferranti@macom.com

text: MACOM

text: Ampere

text: MACOM

text: Ampere Computing Holdings LLC

text: Ampere

text: Denver Acquisition Corp.

text: Ampere

text: MACOM

text: Ampere

text: Ampere

text: MACOM

text: MACOM

text: Ampere

text: MACOM

text: Ampere

text: Ampere

text: MACOM

text: Ampere

text: MACOM

text: MACOM

text: MACOM

text: MACOM

text: MACOM

text: Stephen Ferranti


text:
EX-99.1
2
phx-ex991_9.htm
EX-99.1
phx-ex991_9.htm
Exhibit 99.1
FOR IMMEDIATE RELEASE
PLEASE CONTACT:
Chad L. Stephens
405.948.1560
Website: www.panhandleoilandgas.com
PANHANDLE OIL AND GAS INC. ANNOUNCES CLOSING
OF ACQUISITONS IN THE CORE OF THE SCOOP AND HAYNESVILLE PLAYS
OKLAHOMA CITY, Oct. 12, 2020 - PANHANDLE OIL AND GAS INC., "Panhandle", "PHX" or the "Company", (NYSE: PHX), today announced
that it has closed the previously announced purchase of two mineral and royalty packages in Grady County, Okla., and Panola and Harrison Counties, Texas, from Red Stone Resources, LLC (the "Assets") for approximately $5.5 million in cash and 153,375 shares of Panhandle common stock (the "Acquisitions"), which are subject to the customary closing adjustments. Panhandle is entitled to the cash flow from production attributable to the Acquisitions beginning on and after June 1, 2020.
Chad L. Stephens, President and CEO, commented
"The closing of the Red Stone acquisitions is another important milestone for Panhandle in a challenging market as we continue our transition to a company focused on minerals. As 2020 draws to a close and we start looking toward 2021, I am optimistic about the other opportunities in the market place and look forward to Panhandle continuing to be a consolidator in the mineral space".
Panhandle Oil and Gas Inc. (NYSE: PHX)
Oklahoma City-based, Panhandle Oil and Gas Inc. is an oil and natural gas mineral company with a strategy to proactively grow its mineral position in our core areas of focus. Panhandle owns approximately 253,000 net mineral acres principally located in Oklahoma, North Dakota, Texas, New Mexico and Arkansas. Approximately 71% of this mineral count is unleased and undeveloped. Additional information on the Company can be found at www.panhandleoilandgas.com.
*****END*****
1601 NW Expressway, Suite 1100
☒
Oklahoma City, OK 73118
☒
Ph. (405) 948-1560
☒
Fax (405) 948-1063

text: Chad L. Stephens

text: PANHANDLE OIL AND GAS INC.

text: PANHANDLE OIL AND GAS INC.

text: Red Stone Resources, LLC

text: Chad L. Stephens

text: Panhandle Oil and Gas Inc.

text: Panhandle Oil and Gas Inc.


text:
EX-99.1
3
a991-pressreleasedatedfebr.htm
EXHIBIT 99.1
99.1 - Press Release Dated February 2, 2015
Exhibit 99.1
CERNER COMPLETES ACQUISITION OF SIEMENS HEALTH SERVICES
Combined annual R&D investment of $650 million to drive next generation of health IT;
Cerner, Siemens AG strategic alliance to advance industry innovation
KANSAS CITY, Mo. - February 2, 2015 - Cerner today announced the completion of its acquisition of Siemens Health Services' assets, client relationships and associates.
Cerner and the former Siemens business unit have a combined annual research and development investment of more than $650 million. The cumulative resources are expected to speed delivery of the company's next generation of health IT solutions, enabling clients to control costs and improve health care outcomes in their communities.
"By combining client bases, investments in R&D and associates, we are in a great position to lead clients through one of the most dynamic eras in health care", said Neal Patterson, Cerner chairman, CEO and co-founder. "Cerner remains focused on key development areas including population health, physician experience, open platforms, revenue cycle and mobility. We see these as critical areas of investment to ensure providers can meet growing regulatory demands and control costs, while continuing to improve quality of care".
Cerner and Siemens AG, the former parent company of Siemens Health Services, are also moving forward with a strategic alliance designed to advance industry innovation. The alliance pairs Cerner's health IT leadership with Siemens AG's device and imaging expertise. Each organization expects to invest up to $50 million during an initial three-year term. The early focus of the alliance is on integrating diagnostics and therapeutics into the electronic health record.
"Siemens AG is a tenured company with a long and respected track record in health care", said Patterson. "A unique feature of this acquisition is we'll continue working with Siemens AG in a R&D capacity, in order to advance the interoperability of electronic health records with medical devices".
Cerner expects revenue in 2015 to be approximately $4.8 billion to $5 billion, with a client base spanning more than 30 countries across more than 18,000 facilities.
"The Cerner client family has grown and so has our team. We're now more than 21,000 associates strong across a global network, all with the singular focus of advancing the state of the art in health and care", said Patterson. "We're assessing the unique business needs of our new clients, and are eager to leverage our combined experience to help them achieve their short-term business goals, and to prepare for what's on the horizon".
John Glaser, the former CEO of Siemens Health Services, has joined Cerner as a senior vice president and member of the company's executive cabinet. Glaser will support former Siemens Health Services clients as they transition to Cerner. He will also leverage his extensive health IT background to drive policy, strategic initiatives and market innovations, for Cerner.
Support for Siemens Health Services core platforms will remain in place. Current implementations will continue, and Cerner will support and advance the Soarian® platform for at least the next decade. Cerner will work with all clients to support their short-term and long-term business needs.
The purchase price for the acquisition was $1.3 billion plus working capital adjustments.
About Cerner
Cerner's health information technologies connect people, information and systems at more than 18,000 facilities worldwide. Recognized for innovation, Cerner solutions assist clinicians in making care decisions and enable organizations to manage the health of populations. The company also offers an integrated clinical and financial system to help health care organizations manage revenue, as well as a wide range of services to support clients' clinical,
financial and operational needs. Cerner's mission is to contribute to the improvement of health care delivery and the health of communities. Nasdaq: CERN. For more information about Cerner, visit cerner.com, read our blog at cerner.com/blog, connect with us on Twitter at twitter.com/cerner and on Facebook at www.facebook.com/cerner.
Certain trademarks, service marks and logos set forth herein are property of Cerner Corporation and/or its subsidiaries. All other non-Cerner marks are the property of their respective owners.
All statements in this press release that do not directly and exclusively relate to historical facts constitute forward-looking statements. Statements relating to the expected benefits of the proposed transaction and Cerner's post-transaction plans, objectives, expectations and intentions are examples of such forward-looking statements. These forward-looking statements are based on the current beliefs, expectations and assumptions of Cerner's management with respect to future events and are subject to a number of significant risks and uncertainties. It is important to note that Cerner's performance, and actual results, financial condition or business could differ materially from those expressed in such forward-looking statements. In many instances, the words "estimates", "expects", "will" or the negative of these words, variations thereof or similar expressions are intended to identify such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: risks inherent with business acquisitions and integrations such as difficulties and operational and financial risks associated with integrating Cerner and the acquired business; managing growth in the new markets in which we offer solutions, health care devices and services; risks related to disruption of management time from ongoing business operations due to the acquisition; failure to realize the synergies and other benefits expected from the acquisition; risk that the assets and business acquired may not continue to be commercially successful; the effect of the announcement of the transaction itself on the ability of Cerner to retain clients and retain and hire key personnel and maintain relationships with key suppliers; unexpected costs, charges or expenses resulting from the transaction; and litigation or claims relating to the transaction or the acquired assets and business. Additional discussion of other risks, uncertainties and factors affecting Cerner's business is contained in Cerner's filings with the Securities and Exchange Commission. The reader should not place undue reliance on forward-looking statements, since the statements speak only as of the date that they are made. Cerner undertakes no obligation to update forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes in future operating results, financial condition or business over time.
# # #
Contacts
US Media: Kate O'Neill Rauber, +1 913-515-9836, C_ONeillRauber@Cerner.com
EU Media: Distie Profit, +44 (0)77 8978 1815, Distie.Profit@Cerner.com
Cerner Investors: Allan Kells, (816) 201-2445, akells@Cerner.com

text: CERNER

text: SIEMENS HEALTH SERVICES

text: Cerner

text: Cerner

text: Siemens Health Services

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Siemens Health Services

text: Cerner

text: Cerner

text: Cerner

text: Siemens Health Services

text: Cerner

text: Siemens Health Services

text: Cerner

text: Cerner

text: Siemens Health Services

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner

text: Cerner


text:
EX-99.1
2
a07-9752_1ex99d1.htm
EX-99.1
Exhibit
99.1
NEWS
From Beacon Roofing Supply, Inc., Peabody,
Mass.
For Use Upon Receipt
Beacon Roofing Supply Completes North Coast Acquisition
PEABODY, Mass., April 2, 2007 (BUSINESS WIRE) -
Beacon Roofing Supply, Inc. (Nasdaq: BECN) ("Beacon") announced today that it
has completed its previously announced acquisition of North Coast Commercial
Roofing Systems, Inc. and certain of its subsidiaries and affiliates (together
"North Coast"), a Twinsburg, Ohio-based distributor of commercial roofing
systems and related accessories, with 16 locations in eight U.S. states. North
Coast has branches in Ohio, Illinois, Indiana, Kentucky, Michigan, New York,
Pennsylvania and West Virginia.
The
purchase price paid was approximately $110.5 million in cash, after adjustments
for North Coast's cash and other working capital. North Coast generated net
sales of approximately $253 million for its latest completed fiscal year ended
March 31, 2006. For more information on North Coast, you may visit: http://www.nccrs.com.
For more information on Beacon, you may visit
http://www.beaconroofingsupply.com.
Robert Buck, Chairman, President & CEO of Beacon,
stated, "We are pleased to announce the completion of the North Coast
acquisition and we look forward to an efficient integration, especially
considering North Coast utilizes the same enterprise resource planning system
as Beacon. As we have come to know them more over these past few months, we are
even more convinced that North Coast shares Beacon's core values. The combining
of our talented employees provides additional opportunities for both Beacon and
North Coast and is another significant step in our nationwide expansion".
About Beacon Roofing Supply Inc.:
Beacon Roofing Supply, Inc.
is a leading distributor of roofing materials and complementary building
products, now operating 174 branches in 34 states and in Eastern Canada.
For more information: David Grace, CFO 978-535-7668
x14

text: Beacon Roofing Supply, Inc.

text: Beacon Roofing Supply

text: North Coast

text: Beacon Roofing Supply, Inc.

text: North Coast Commercial

text: North Coast

text:
North
Coast

text: North Coast

text: North Coast

text: North Coast

text: Robert Buck

text: North Coast

text: North Coast

text: North Coast

text: North Coast

text: Beacon Roofing Supply, Inc.

text: David Grace


text:
EX-99.1
3
s001994x1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Colfax Completes Sale of Fluid Handling Business
Annapolis Junction, MD
(December 11, 2017) -- Colfax Corporation ("Colfax") (NYSE: CFX), a leading diversified industrial technology company, today announced it completed the sale of its Fluid Handling business to CIRCOR International, Inc. ("CIRCOR") (NYSE: CIR) for aggregate consideration of approximately $863 million. Consideration includes $542 million of cash, 3.3 million shares of CIRCOR common stock valued as of the close of trading on December 8, 2017, and the assumption of certain net pension liabilities.
ABOUT COLFAX CORPORATION
Colfax Corporation is a leading diversified industrial technology company that provides air & gas handling and fabrication technology products and services to customers around the world under the Howden and ESAB brands. Colfax believes that its brands are among the most highly recognized in each of the markets that it serves. Colfax is traded on the NYSE under the ticker "CFX." Additional information about Colfax is available at www.colfaxcorp.com.
Investor Contact:
Kevin Johnson, Vice President of Finance
Colfax Corporation
+1 (302) 483-7761
kevin.johnson@colfaxcorp.com

text: Colfax

text: Colfax Corporation

text: Colfax

text: CIRCOR International, Inc.

text: COLFAX CORPORATION

text: Colfax Corporation

text: Colfax

text: Colfax

text: Colfax

text: Kevin Johnson

text: Colfax Corporation