text:
EX-99.1
6
v417766_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
BioHiTech
Global, Inc. Announces Reverse Merger
CHESTNUT RIDGE, NY - August 11,
2015
-
BioHiTech Global, Inc.
(OTC: SWFR), formerly known as Swift Start Corp.
(the "Company"), announced today that it completed a reverse merger on August 6, 2015 in which Bio Hi Tech America,
LLC ("BHA") was merged with and into a transitory acquisition subsidiary of Swift Start Corp. BHA survived the merger
and became a wholly-owned subsidiary of the Company. Swift Start Corp. changed its name to BioHiTech Global, Inc. immediately
thereafter. Shares of the Company's common stock are currently quoted on the OTC Market under the symbol "SWFR".
BHA is a green technology company that
provides an innovative data-driven solution for food waste removal. BHA is headquartered in Chestnut Ridge, NY, and will continue
its business as a wholly-owned subsidiary of the Company. The Company's management team consists of BHA's management
team and includes Chief Executive Officer Frank E. Celli, Chief Operating Officer Robert A. Joyce and Chief Technology Officer
William M. Kratzer. The Company's Board of Directors now consists of Mr. Celli as well as Harriet Hentges, Doug M.
Van Oort, James D. Chambers and Robert A. Graham, Jr.
BHA's unique solution to food waste
combines green technology with the power of big data. Its Eco-Safe Digester is an on-site aerobic digester that eliminates food
waste by converting it into nutrient-neutral water or "grey-water" and transporting it through standard sewer lines.
The BioHiTech Cloud, a reliable, manageable and secure reporting platform measures key metrics to optimize the food waste disposal
process and help eliminate food waste from the start.
The Company completed the reverse merger
for 6,975,000 shares of the Company's common stock. Following the reverse merger, the Company had 7,500,000 shares of stock
outstanding.
BHA was a featured company in the exclusive
Credit Suisse Private Innovation Circle event. It provides a leading sustainable method that allows businesses to move towards
the prevention of waste altogether. For more information, please visit
www.biohitech.com
.
Forward Looking Statements
Statements in this document contain certain
forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934, as amended. These statements are based on many assumptions and estimates and are not guarantees of future performance.
These statements may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance
or achievements of BioHiTech Global, Inc. to be materially different from future results, performance or achievements expressed
or implied by such forward-looking statements. BioHiTech Global, Inc. assumes no obligation to publicly update or revise these
forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated
in these forward-looking statements, even if new information becomes available in the future. Our actual results may differ materially
from the results anticipated in these forward-looking statements due to a variety of factors, including, without limitation those
set forth as "Risk Factors" in our filings with the Securities and Exchange Commission ("SEC"). There may
be other factors not mentioned above or included in the Company's SEC filings that may cause actual results to differ materially
from those projected in any forward-looking statement. BioHiTech Global, Inc. assumes no obligation to update any forward-looking
statements as a result of new information, future events or developments, except as required by securities laws.
Contact:
Frank E. Celli, CEO
(845) 262-1081

text: Swift Start Corp

text: Bio Hi Tech America

text: Swift Start Corp

text: Swift Start Corp

text: Frank E. Celli

text: Frank E. Celli


dataset: buster

text:
EX-99.1
11
ex99-1.htm
PRESS RELEASE
Vertex Energy 8-K
Exhibit 99.1
VERTEX
ENERGY,
INC.
SELLS
NEVADA
FACILITY FOR
$35
MILLION
Sale
and Related Transactions Reduces Debt
and
Strengthens
Cash Position
to Over
$10
Million;
Swap
Agreement
to
Cut
Transportation Costs,
Boost
Margins
HOUSTON, TX February 3, 2016
Vertex Energy, Inc. (NASDAQ:
VTNR
), an environmental services company that recycles industrial waste streams and off- specification
commercial chemical products, announced today that it has sold its Nevada re-refinery facility, which is located in Churchill
County, to Clean Harbors, Inc. for $35 million, of which approximately $14 million was immediately used at closing to purchase
the facility and equipment previously leased by Vertex Energy in order to facilitate such sale.
Benjamin P. Cowart, Chairman and CEO
of Vertex Energy said, "This transaction benefits Vertex Energy in a variety of ways, not the least of which is by strengthening
our balance sheet. As we noted in our third quarter Form 10-Q filing and on the conference call that followed, the Churchill County
facility had an average carrying cost of $1.5 million per quarter. We eliminate those costs with this transaction. At the end of
the third quarter of 2015, our cash and cash equivalents were over $4 million. This sale and related transactions will bring that
cash position to more than $10 million. We also used $16 million of sale proceeds to pay down our term debt".
Mr. Cowart, added, "While the
sale of our re-refinery in Nevada will lessen our footprint in the western U.S., the swap agreement and base oil agreements that
were entered into as part of the sale should allow us to improve logistic costs and provide us with a long-term off-take agreement
for base oil and finished lubricants to support our business strategy going forward".
Mr. Cowart concluded, "We intend
to put this cash to work both in reducing our long- term debt and in making opportunistic acquisitions. As of the end of the third
quarter, the amount of our term debt owed to Goldman Sachs stood at $23.2 million. We have used $16 million of the funds from the
Nevada sale to pay down and service that debt, lowering the amount owed to approximately $7 million today and our total long-term
debt to approximately $14 million. Additionally, moving forward, we intend to expand our street collections of used oil through
acquisitions, thereby decreasing our reliance on third-party purchases. We also anticipate seeing an increase in our margins by
moving from third-party purchases to our own collections".
Clean Harbors' Chief Operating
Officer Eric W. Gerstenberg said, "The Nevada facility is strategically located and aligns with our plans to increase our
re-refining presence in California and other West Coast lubricant markets. As we pursue our closed loop direct sales strategy,
this plant provides an opportunity to scale our blended operations in the Western U.S. where we currently have no capability.
We are confident that the facility will complement our existing re-refining network through transportation efficiencies, additional
storage and processing capabilities".
Houlihan Lokey acted as the
exclusive financial advisor to Vertex Energy, Inc. and Reinhart Boerner Van Deuren s.c. provided legal representation.
More information regarding
the sale and related transactions can be found in Vertex Energy's Current Report on Form 8-K filed with the Securities and
Exchange Commission on February 3, 2016.
ABOUT VERTEX ENERGY, INC.
Vertex Energy, Inc. (NASDAQ: VTNR)
is a leading environmental services company that recycles industrial waste streams and off-specification commercial chemical products.
Its primary focus is recycling used motor oil and other petroleum by-product streams. Vertex Energy purchases these streams from
an established network of local and regional collectors and generators. Vertex Energy also manages the transport, storage and
delivery of the aggregated feedstock and product streams to end users, and manages the re- refining of a portion of its aggregated
petroleum streams in order to sell them as higher- value end products. Vertex Energy sells its aggregated petroleum streams as
feedstock to other re-refineries and fuel blenders or as replacement fuel for use in industrial burners. The re-refining of used
motor oil that Vertex Energy manages takes place at its facility, which uses a proprietary Thermal Chemical Extraction Process
("TCEP") technology. Based in Houston, Texas, Vertex Energy also has offices in California, Chicago, Georgia, and
Ohio. More information on Vertex Energy can be found at www.vertexenergy.com.
This press release may contain
forward-looking statements, including information about management's view of Vertex Energy's future expectations, plans
and prospects, within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995 (the "Act").
In particular, when used in the preceding discussion, the words "believes", "expects", "intends,"
"plans", "anticipates", or "may", and similar conditional expressions are intended to identify
forward-looking statements within the meaning of the Act, and are subject to the safe harbor created by the Act. Any statements
made in this news release other than those of historical fact, about an action, event or development, are forward-looking statements.
These statements involve known and unknown risks, uncertainties and other factors, which may cause the results of Vertex Energy,
its divisions and concepts to be materially different than those expressed or implied in such statements. These risk factors and
others are included from time to time in documents Vertex Energy files with the Securities and Exchange Commission, including but
not limited to, its Form 10-Ks, Form 10-Qs and Form 8-Ks. Other unknown or unpredictable factors also could have material adverse
effects on Vertex Energy's future results. The forward-looking statements included in this press release are made only as
of the date hereof. Vertex Energy cannot guarantee future results, levels of activity, performance or achievements. Accordingly,
you should not place undue reliance on these forward- looking statements. Finally, Vertex Energy undertakes no obligation to update
these statements after the date of this release, except as required by law, and also takes no obligation to update or correct information
prepared by third parties that are not paid for by Vertex Energy.
Contact:
Vertex
Energy, Inc. Investor Relations Contact
Marlon
Nurse, DM, 212-564-4700 Senior VP - Investor Relations

label: organization

text:
VERTEX
ENERGY,
INC.

text: Vertex Energy, Inc.

text: Clean Harbors, Inc.

label: person

text: Benjamin P. Cowart

text: Houlihan Lokey

text: Vertex Energy, Inc.

text: Reinhart Boerner Van Deuren

text: VERTEX ENERGY, INC.

text: Vertex Energy, Inc.

text:
Vertex
Energy, Inc.

source_dataset: expertai/BUSTER

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


text:
EX-99.1
2
exhibit991pressrelease.htm
EXHIBIT 99.1
Exhibit
Exhibit 99.1
Synalloy Corporation Closes on the Purchase of Marcegaglia USA's
Galvanized Tube Operations and Refinances its ABL from $65 million to $80 million
RICHMOND, Va., July 2, 2018 (GLOBE NEWSWIRE) -- Synalloy Corporation (Nasdaq: SYNL) today announced that its subsidiary Bristol Metals, LLC has closed on the purchase of Marcegaglia USA's galvanized tube operations. The purchase price for the transaction of $10.0 million includes primarily the galvanized tube manufacturing equipment and inventory assets of the business. Additionally, Store Capital has closed on the purchase of Marcegaglia USA's facility in Munhall, PA, which is the facility where Bristol Metals operates its stainless steel and galvanized tube operations in Pennsylvania. Synalloy has entered into a long-term lease agreement with Store Capital on terms and conditions consistent with the master lease executed in 2016. Synalloy will sublease the Munhall, PA facility to Bristol Metals.
Synalloy also today announced the refinance and increase of its asset based ("ABL") credit facility with its bank, Branch Banking and Trust Company ("BB&T") from $65.0 million to $80.0 million. The ABL will be used to finance the Marcegaglia galvanized acquisition, for working capital needs and to fund future acquisitions.
"We expect the addition of this business to be as incrementally positive to Bristol Metals' financial results as was our initial transaction with Marcegaglia", said Craig C. Bram, President and CEO of Synalloy Corporation. "We have identified numerous growth opportunities for both galvanized and ornamental stainless products and will be investing in several capital projects to further enhance our throughput. By the end of 2018, revenue for the galvanized and ornamental stainless business is projected to be at an annual run rate greater than $50 million", said Bram. As to the increase in Synalloy's credit facility, Bram further noted, "The continued strong performance of our company has provided an opportunity to not only increase our borrowing capacity by $15.0 million, but to do so at a reduced interest rate".
Kyle Pennington, President of Synalloy Metals, added the following, "Our sales team is very familiar with the end markets and customers for these product lines and they look forward to taking this business to the next level. This is a natural product line extension for Bristol Metals".
Synalloy Corporation (Nasdaq: SYNL) is a growth oriented company that engages in a number of diverse business activities including the production of stainless steel pipe, galvanized tube, fiberglass and steel storage tanks and specialty chemicals and the master distribution of seamless carbon pipe and tubing. For more information about Synalloy Corporation, please visit our web site at www.synalloy.com.
Forward-Looking Statements
This press release includes and incorporates by reference "forward-looking statements" within the meaning of the federal securities laws. All statements that are not historical facts are "forward-looking statements." The words "estimate", "project", "intend", "expect", "believe", "should", "anticipate", "hope", "optimistic", "plan", "outlook", "should", "could", "may" and similar expressions identify forward-looking statements. The forward-looking statements are subject to certain risks and uncertainties, including without limitation those identified below, which could cause actual results to differ materially from historical results or those anticipated. Readers are cautioned not to place undue reliance on these forward-looking statements. The following factors could cause actual results to differ materially from historical results or those anticipated: adverse economic conditions; the impact of competitive products and pricing; product demand and acceptance risks; raw material and other increased costs; raw materials availability; employee relations; ability to maintain workforce by hiring trained employees; labor efficiencies; customer delays or difficulties in the production of products; new fracking regulations; a prolonged decrease in oil and nickel prices; unforeseen delays in completing the integrations of acquisitions; risks associated with mergers, acquisitions, dispositions and other expansion activities; financial stability of our customers; environmental issues; unavailability of debt financing on acceptable terms and exposure to increased market interest rate risk; inability to comply with covenants and ratios required by our debt financing arrangements; ability to weather an economic downturn; loss of consumer or investor confidence and other risks detailed from time-to-time in the Company's Securities and Exchange Commission filings. The Company assumes no obligation to update the information included in this release.
Contact: Dennis Loughran at (804) 822-3266

text: Synalloy Corporation

text: Marcegaglia USA

text: Synalloy Corporation

text: Bristol Metals, LLC

text: Marcegaglia USA

text: Marcegaglia USA

text: Synalloy

text: Synalloy

text: Synalloy

text: Craig C. Bram

text: Synalloy Corporation

text: Synalloy

text: Kyle Pennington

text: Synalloy

text: Synalloy Corporation

text: Synalloy Corporation


text:
EX-99.1
9
exhibit991pressrelease.htm
EXHIBIT 99.1 PRESS RELEASE DATED JUNE 9, 2016
Exhibit
SUN COMMUNITIES, INC. CLOSES ACQUISITION OF
CAREFREE COMMUNITIES FOR $1.68 BILLION
Southfield, MI, June 9, 2016 - Sun Communities, Inc. (NYSE: SUI) (the "Company") today announced the closing of its previously-announced acquisition of all of the issued and outstanding shares of common stock of Carefree Communities Inc. ("Carefree Communities") from an affiliate of Centerbridge Capital Partners II, L.P.
The aggregate purchase price for the acquisition was $1.68 billion. At the closing, the Company issued the seller $225 million in shares of the Company's common stock at an issuance price of $67.57 per share and paid the balance of the purchase price, or $1.455 billion, in cash. Approximately $1.0 billion of the cash payment was applied simultaneously with the closing to pay off debt on the properties owned by Carefree Communities so that the Company acquired Carefree Communities on a cash-free, debt-free basis. Approximately $743.0 million of the cash portion of the purchase price was funded with proceeds of two financings entered into in connection with the acquisition. The first financing, which closed on June 3, 2016, consists of two ten-year loans for an aggregate amount of $338.0 million at a weighted average interest rate of 3.688% and is secured by mortgages on 17 manufactured housing communities. The second financing, which closed on June 9, 2016, consists of three loans with maturities between ten and twelve years for an aggregate amount of $405.0 million at a weighted average interest rate of 3.638% and is secured by mortgages and a ground lease on 17 manufactured housing and recreational vehicle ("RV") communities.
Carefree Communities adds 103 manufactured housing and RV communities, comprising 27,554 total sites, comprised of 9,829 developed manufactured housing sites and 17,725 RV sites, and approximately 396 additional manufactured housing sites and approximately 2,586 additional RV sites suitable for development to the Company's platform. These communities are concentrated in California and Florida.
"We are pleased to add the Carefree properties, team members, residents and guests to the Sun family a month ahead of schedule. Our team has already begun executing on the Carefree integration and putting our value creation strategies to work both at the personnel and property level", stated Gary Shiffman, Sun's Chief Executive Officer. "This high quality, accretive acquisition further enhances the geographic footprint and demographic profile of our best in class portfolio. With the addition of Carefree, the majority of Sun's strategic positioning is complete. Our growth profile is stronger than ever and we look forward to providing an update to guidance incorporating this transaction on our second quarter earnings call".
Citigroup acted as financial advisor to the Company and Jaffe, Raitt, Heuer & Weiss, Professional Corporation acted as legal advisor. Goldman, Sachs & Co. acted as financial advisor to Carefree Communities and Simpson Thacher & Bartlett LLP acted as legal advisor.
Sun Communities, Inc. now owns and operates a portfolio of 337 communities comprising approximately 117,000 developed sites in 29 states and Ontario, Canada.
Forward Looking Statements
This press release contains various "forward-looking statements" within the meaning of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and the Company intends that such forward-looking statements will be subject to the safe harbors created thereby. Forward-looking
statements can be identified by words such as "will", "may", "could", "expect", "anticipate", "believes", "intends", "should", "plans", "estimates", "approximate", "guidance" and similar expressions in this press release that predict or indicate future events and trends and that do not report historical matters.
These forward-looking statements reflect the Company's current views with respect to future events and financial performance, but involve known and unknown risks, uncertainties, and other factors, some of which are beyond its control. These risks, uncertainties, and other factors may cause the Company's actual results to be materially different from any future results expressed or implied by such forward-looking statements. Such risks and uncertainties include national, regional and local economic climates, difficulties in the Company's ability to evaluate, finance, complete and integrate acquisitions (including the acquisition of Carefree Communities), developments and expansions successfully; the ability to maintain rental rates and occupancy levels, competitive market forces, changes in market rates of interest, the ability of manufactured home buyers to obtain financing, the level of repossessions by manufactured home lenders and those risks and uncertainties referenced under the heading titled "Risk Factors" contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2015, and the Company's other periodic filings with the Securities and Exchange Commission.
The forward-looking statements contained in this press release speak only as of the date hereof and the Company expressly disclaims any obligation to provide public updates, revisions or amendments to any forward- looking statements made herein to reflect changes in the Company's assumptions, expectations of future events, or trends.
FOR FURTHER INFORMATION AT THE COMPANY:
Karen J. Dearing
Chief Financial Officer
(248) 208-2500

text: SUN COMMUNITIES, INC.

text: CAREFREE COMMUNITIES

text: Sun Communities, Inc.

text: Carefree Communities Inc.

text: Carefree Communities

label: fund

text: Centerbridge Capital Partners II, L.P.

override: fund

text: Carefree Communities

text: Carefree Communities

text: Carefree Communities

text: Citigroup

text: Goldman, Sachs & Co.

text: Carefree Communities

text: Simpson Thacher & Bartlett LLP

text: Sun Communities, Inc.

text: Carefree Communities

text: Karen J. Dearing


text:
EX-99.1
2
ex99_1.htm
PRESS RELEASE, DATED NOVEMBER 4, 2009, ISSUED BY KIMCO REALTY CORPORATION
Exhibit 99.1
Exhibit 99.1
Kimco Realty Corporation announces acquisition of remaining interest in 21 properties in PL Retail portfolio
NEW HYDE PARK, NY, November 4, 2009 - Kimco Realty Corporation announced today that it has completed the purchase of the remaining 85 percent interest in PL Retail LLC, an entity comprising 21 shopping centers that the company manages and in which the company previously held a 15 percent interest. The price for the 85% interest of approximately $175 million was based on an enterprise price of $825 million, less the assumption of approximately $564 million in non-recourse mortgage debt and $50 million of perpetual preferred stock. The company funded the acquisition from its existing credit facility.
"This is a new beginning", stated Milton Cooper, Kimco's chairman and chief executive officer. "These are high-quality assets in strong markets which are currently 94 percent leased. Costco is the largest tenant in this portfolio and this transaction continues Kimco's position as Costco's largest landlord. Kimco will continue to pursue purchases of shopping centers to leverage our existing infrastructure and enhance shareholder value".
The 21 shopping centers comprising approximately 5.2 million square feet of gross leasable area (GLA) are located in California (8 assets; 27% of GLA), Florida (6 assets; 42% of GLA), Phoenix AZ metro area (2 assets; 7.3% of GLA), metro NJ (2), Long Island, NY (1), metro Washington DC (1) and Greenville, SC (1). Costco represents more than 10 percent of the GLA and Home Depot, Ross, the TJX stores, Wal-Mart, Lowe's, Petsmart, BJ's Wholesale and Best Buy together constitute an additional 25 percent of GLA.
Kimco previously held a 15 percent interest in the entity and purchased the remaining 85 percent interest from a fund managed by DRA Advisors LLC. The $825 million enterprise price includes approximately $805 million for existing assets, which represents a 7.6 percent cap rate on underwritten net operating income (NOI) of approximately $61 million annually, or approximately $156 per square foot, plus $20 million for the development rights at Pentagon Centre.
About Kimco
Kimco Realty Corporation, a real estate investment trust (REIT), owns and operates North America's largest portfolio of neighborhood and community shopping centers. As of September 30, 2009, the company owned interests in 1,462 retail properties comprising 153 million square feet of leasable space across 45 states, Puerto Rico, Canada, Mexico and South America. Publicly traded on the NYSE under the symbol KIM and included in the S&P 500 Index, the company has specialized in shopping center acquisitions, development and management for 50 years. For further information, visit the company's web site at
www.kimcorealty.com
.
Safe Harbor Statement
The statements in this release state the company's and management's intentions, beliefs, expectations or projections of the future and are forward-looking statements. It is important to note that the company's actual results could differ materially from those projected in such forward-looking statements. Factors that could cause actual results to differ materially from current expectations include, but are not limited to, (i) general adverse economic and local real estate conditions, including the current economic recession, (ii) the inability of major tenants to continue paying their rent obligations due to bankruptcy, insolvency or a general downturn in their business, (iii) financing risks, such as the inability to obtain equity, debt, or other sources of financing or refinancing on favorable terms, (iv) the company's ability to raise capital by selling its assets, (v) changes in governmental laws and regulations, (vi) the level and volatility of interest rates and foreign currency exchange rates, (vii) the availability of suitable acquisition opportunities, (viii) valuation of joint venture investments, (ix) valuation of marketable securities and other investments, (x) increases in operating costs, (xi) changes in the dividend policy for our common stock, (xii) the reduction in our income in the event of multiple lease terminations by tenants or a failure by multiple tenants to occupy their premises in a shopping center, (xiii) impairment charges and (xiv) unanticipated changes in the Company's intention or ability to prepay certain debt prior to maturity and/or hold certain securities until maturity. Additional information concerning factors that could cause actual results to differ materially from those forward-looking statements is contained from time to time in the company's Securities and Exchange Commission filings, including but not limited to the company's Annual Report on Form 10-K for the year ended December 31, 2008. Copies of each filing may be obtained from the company or the Securities and Exchange Commission.
The company refers you to the documents filed by the company from time to time with the Securities and Exchange Commission, specifically the section titled "Risk Factors" in the company's Annual Report on Form 10-K for the year ended December 31, 2008, as may be updated or supplemented in the company's Form 10-Q filings, which discuss these and other factors that could adversely affect the company's results.
- # # # -
CONTACT: Barbara Pooley, senior vice president, finance & investor relations, 1-866-831-4297

text: KIMCO REALTY CORPORATION

text: Kimco Realty Corporation

text: PL Retail

text: Kimco Realty Corporation

text: PL Retail LLC

text: Kimco

text: Kimco

text: Kimco

text: Kimco

text: DRA Advisors LLC

text: Kimco

text: Kimco Realty Corporation


text:
EX-99.1
2
v226703_ex99-1.htm
Unassociated Document
Digital Power Corporation Announces the Acquisition of 8.8% of Telkoor Telecom Ltd.
Fremont, CA, June 20, 2011 - Digital Power Corporation (NYSE Amex:
DPW
) announced that it has acquired 1,136,666 shares of its largest shareholder, Telkoor Telecom Ltd. ("Telkoor"), for $0.88 per share, which represents 8.8% of the outstanding shares of Telkoor.
This transaction was made by Digital Power's wholly-owned subsidiary, Digital Power Limited. As a result of the transaction, an existing manufacturing agreement between Digital Power and Telkoor will be updated and extended. In addition, subject to the approval of its board of directors, Telkoor intends to consider the appointment of
Amos Kohn
, President and CEO of Digital Power, to its board of directors, and intends to consider a policy for the payment of dividends to shareholders.
Commenting on the transaction,
Amos Kohn
, President and CEO of Digital Power Corporation said, "We are pleased to report this acquisition of Telkoor's shares. This transaction will tighten our existing business relationship and strengthen the synergy between the two companies. It also will secure Digital Power's access to technologies and products that are developed by Telkoor. This transaction is the first step in Digital Power's strategic collaboration plan as a leading provider of power solutions for our markets".
About Digital Power Corporation
Headquartered in Fremont, Calif., Digital Power Corporation designs, manufactures and sells high-grade customized and off-the-shelf power system solutions. Its products are used in the most demanding telecom, industrial, medical and military applications where customers demand high density, high efficiency and ruggedized power solutions. Its wholly-owned subsidiary, Digital Power Limited, is based in Salisbury, UK.
About Telkoor Telecom Ltd.
Telkoor Telecom Ltd. (TASE: TLKR) designs, develops, manufactures, and sells high density power supply solutions for military and commercial applications. The company offers its custom designed products for electronic warfare systems, advance data links, missiles, rugged computer systems, fire control systems, radar, navigation systems, IFF systems, and other electronic defense systems. Telkoor Telecom Ltd. is based in Netanya, Israel.
Reader's contact:
Digital Power Corporation
41324 Christy St., Fremont, CA, 94538-3158
Guy Levy
Glevy@digipwr.com
1 866 344-7697
-###-

text: Digital Power Corporation

text: Telkoor Telecom Ltd.

text: Digital Power Corporation

text: Telkoor Telecom Ltd.

text: Telkoor.

text: Digital Power Limited

text: Amos Kohn

text: Amos Kohn

text: Digital Power Corporation

text: Telkoor.

text: Digital Power Corporation

text: Digital Power Corporation

text: Digital Power Limited

text: Telkoor Telecom Ltd.

text: Telkoor Telecom Ltd.

text: Telkoor Telecom Ltd.

text: Digital Power Corporation


text:
EX-99.2
11
doc11.txt
IRREVOCABLE POWER OF ATTORNEY AND PROXY
---------------------------------------
Reference is made to that certain Share Exchange Agreement (the "Share
Exchange Agreement") of even date herewith by and among Telzuit Technologies,
LLC ("Telzuit LLC"), Telzuit Technologies, Inc. ("Telzuit Inc"), Michael J.
Vosch, James P. Tolan, and Don Sproat, Taylor Madison Corp. ("Taylor Madison"),
and each of the persons listed on Exhibit "A" attached thereto, pursuant to
which Telzuit LLC is transferring to Taylor Madison all of the issued and
outstanding capital stock of Telzuit Inc, in exchange for 2,207,723 shares of
Series B Convertible Preferred Stock of Taylor Madison (the "Share Exchange").
After completion of the Share Exchange, Taylor Madison intends on effecting a 1
for 31 reverse stock split (the "Reverse Stock Split"). In order to allow
Telzuit LLC to exercise voting control of Taylor Madison pending completion of
the Reverse Stock Split, and as an inducement to Telzuit LLC to complete the
Share Exchange prior to completion of the Reverse Stock Split, the undersigned
hereby irrevocably, makes, constitutes and appoints, with regard to 8,350,000
shares of common stock of Taylor Madison held in the name of the undersigned
(the "Stock"), Telzuit LLC (the "Agent"), as its true and lawful
attorney-in-fact and proxy, with full power of substitution, to represent the
undersigned or any assignee thereof at all regular and special meetings of
Taylor Madison, or any adjournment(s) thereof, and to vote the Stock for any and
all purposes. This power of attorney and proxy shall expire upon the earlier
of: (a) the date that the Reverse Stock Split is declared effective, or (b) May
6, 2006.
All acts performed by the undersigned's attorney-in-fact pursuant to the
authority herein granted shall have the same effect on and shall inure to the
benefit of and bind the undersigned, its heirs, devisees, personal
representatives and assigns as though each such act was performed by the
undersigned; and no person dealing with the undersigned's named attorney-in-fact
and proxy shall be required to determine whether the powers herein granted have
been modified or terminated.
The undersigned confirms and acknowledges that this power of attorney and
proxy is irrevocable and is coupled with an interest and has been granted under
and is subject to the provisions of Section 607.0722 of Florida Statutes. The
undersigned further ratifies and confirms all that its named attorney, or its
substitute, shall lawfully do or cause to be done by virtue of this
authorization.
This Proxy was executed on May 6, 2005.
ZTZ Trust
By:
-------------------------------
Lucien Lallouz, Trustee

text:
Telzuit Technologies,
LLC

text: Telzuit LLC

text: Telzuit Technologies, Inc.

text: Telzuit Inc

text: Taylor Madison Corp.

text: Taylor Madison

text: Telzuit LLC

text: Taylor Madison

text: Telzuit Inc

text: Taylor Madison

text: Taylor Madison

text: Telzuit LLC

text: Taylor Madison

text: Telzuit LLC

text: Taylor Madison

text: Telzuit LLC

text: Taylor Madison


text:
EX-99.1
29
v067854_ex99-1a.htm
Exhibit
99.1
Equicap,
Inc. Completes Reverse Acquisition of Usunco Automotive Limited and Private
Placement Financing
Hangzhou,
China -- March 9, 2007 - Equicap, Inc. ("EQPI") (OTCBB: EQPI.OB) announced today
the closing of a share exchange transaction with the stockholders of Usunco
Automotive Limited ("Usunco"), a British Virgin Islands corporation, and a
related private placement financing transaction. The companies will operate
on a
consolidated basis, executing upon the current business plan of Usunco's
subsidiary companies located in the People's Republic of China and the United
States. Immediately following the consummation of the share exchange
transaction, EQPI closed a private placement of its common stock with eleven
institutional investors led by
Pinnacle China Fund, LP whereby
it received $12 million in gross offering proceeds, before the payment of
commissions and fees.
As
a
result of the share exchange transaction, Usunco's stockholders were issued
18,323,944 shares of EQPI's common stock in exchange for 100% of the issued and
outstanding shares of Usunco. The shares of common stock received by the
stockholders of Usunco represent approximately 65% of EQPI's total issued and
outstanding common stock after the closing of the private placement. Private
placement investors received 8,450,704 shares at $1.42 per share or 30% of
EQPI's outstanding common stock (on a post-issuance basis).
As
a
result of the share exchange transaction, Usunco has become a wholly-owned
subsidiary of EQPI; EQPI's sole officer resigned and was replaced with Usunco's
officers and EQPI's sole director resigned and will be replaced with Usunco's
board of directors subject to compliance with waiting periods imposed by federal
securities laws. EQPI's shares are traded on the Over-the-Counter Bulletin Board
("OTCBB") under the symbol "EQPI.OB".
In
connection with the private placement, eight of the former shareholders of
Usunco pledged a total of 10,140,846 shares of EQPI common stock to secure
the
following 2007 and 2008 make good targets:
The
2007
make good targets require EQPI to achieve after tax net income reported in
its
annual report on form 10-KSB for the fiscal year ending June 30, 2007 equal
to
or greater than $2.32 million and earnings before income tax provision and
before minority interest reported in its annual report on form 10-KSB for the
fiscal year 2007 equal to or greater than $3.2 million.
The
2008
make good targets require EQPI to achieve: (1) earnings per share reported
in
its annual report on form 10-KSB for the fiscal year ending June 30, 2008 equal
to or greater than $0.343 on a fully diluted basis; (2) earnings per share
before income tax provision and before minority interest for the fiscal year
ending June 30, 2008 equal to or greater than $0.446 on a fully diluted basis;
(3) after tax net income reported in its annual report on form 10-KSB for the
fiscal year 2008 equal to or greater than $10.0
million; and (4)
earnings before income tax provision and before minority interest reported
in
its annual report on form 10-KSB for the fiscal year 2008 equal to or greater
than $13.02 million.
If
the
make good targets are not achieved, the investors will be entitled to receive
the shares that were pledged by those eight of the former shareholders of
Usunco. The investors will receive 3,042,254
shares
in
aggregate if the 2007 make good targets are not achieved and 7,098,592
shares
in
aggregate if the 2008 make good targets are not achieved.
Usunco
was incorporated in the British Virgin Islands as a limited liability company
on
April 24, 2006. The company is a developer and distributor of mid size diesel
engines and automotive parts from suppliers in the People's Republic of China to
customers in China, North America and other regions. Usunco owns 100% of the
equity interest of IBC Automotive Products, Inc., the North American arm of
Usunco, and 75% of the equity interest of Zhejiang ZhongChai Machinery Co.,
Ltd., which serves as the Chinese arm of Usunco business.
vFinance
Investments, Inc. acted as the Company's sole placement agent in connection with
the private placement.
This
press release does not constitute an offer to sell or the solicitation of an
offer to buy the common stock.
FORWARD
LOOKING STATEMENTS
This
release contains certain "forward-looking statements" relating to the business
of EQPI and its subsidiary companies, which can be identified by the use of
forward-looking terminology such as "believes, expects" or similar expressions.
Such forward looking statements involve known and unknown risks and
uncertainties that may cause actual results to be materially different from
those described herein as anticipated, believed, estimated or expected. Certain
of these risks and uncertainties are or will be described in greater detail
in
our filings with the Securities and Exchange Commission. These forward-looking
statements are based on EQPI's current expectations and beliefs concerning
future developments and their potential effects on EQPI There can be no
assurance that future developments affecting EQPI will be those anticipated
by
EQPI. These forward-looking statements involve a number of risks, uncertainties
(some of which are beyond the control of the Company) or other assumptions
that
may cause actual results or performance to be materially different from those
expressed or implied by such forward-looking statements. EQPI undertakes no
obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise, except as may be
required under applicable securities laws.

text:
Equicap,
Inc.

text: Usunco Automotive Limited

text: Equicap, Inc.

text:
Usunco
Automotive Limited

text: Pinnacle China Fund, LP


text:
EX-99.1
2
v119575_ex99-1.htm
Unassociated Document
Exhibit
99.1
FOR
IMMEDIATE RELEASE
WEGENER
Closes Sale of Selected Patents and Patent Applications for $1 Million
Retains
royalty-free usage for products and services
(July
10,
2008) - DULUTH, Georgia - Wegener Corporation (Nasdaq: WGNR), a leading provider
of equipment for television, audio and data distribution networks worldwide,
today announced that WEGENER has completed the previously announced sale of
selected patents and patent applications to EPAX Consulting Limited Liability
Company for net proceeds of approximately $1,075,000. The patents and patent
applications sold relate to the areas of product distinction, system
architecture and IP networking. WEGENER will continue to utilize worldwide
non-exclusive rights under the patents for use in both existing and future
WEGENER products.
"WEGENER
is committed to continually reviewing our technology portfolio for strategic
product development partnerships, OEM agreements and/or technology sales to
benefit our customers and shareholders", stated Robert Placek, Chairman and CEO
of Wegener Corporation. "This sale is an example of a strategic transaction to
monetize our patent portfolio without otherwise harming our business or
prospects".
The
sale
closed on July 3, 2008 and will be reflected in Wegener Corporation's financial
results for the current fiscal fourth quarter, which ends August 29, 2008.
ABOUT
WEGENER
WEGENER®
(Wegener Communications, Inc.), a wholly-owned subsidiary of Wegener Corporation
(Nasdaq: WGNR), is an international provider of digital solutions for video,
audio, and IP data networks. Applications include IP data delivery, broadcast
television, cable television, radio networks, business television, distance
education, business music and financial information distribution. Compel®,
WEGENER's patented network control system, provides networks with unparalleled
ability to regionalize programming and commercials. Compel® network control
capability is integrated into WEGENER® digital satellite receivers. WEGENER® can
be reached at +1.770.814.4000 or on the World Wide Web at www.wegener.com.
WEGENER,
COMPEL, COMPEL CONTROL, iPUMP, MEDIAPLAN, UNITY, ASSURED FILE DELIVERY, PANDA,
PROSWITCH, VIDATA, the stylized W-design logo (for WEGENER®), the stylized
C-design logo (for Compel®) and the stylized PANDA design logo are all
registered trademarks of WEGENER®. All Rights
Reserved.
This
news release may contain forward-looking statements within the meaning of
applicable securities laws, including the Private Securities Litigation Reform
Act of 1995, and the Company intends that such forward-looking statements are
subject to the safe harbors created thereby. Forward-looking statements
may be identified by words such as "believes", "expects", "projects", "plans,"
"anticipates", and similar expressions, and include, for example, statements
relating to expectations regarding future sales, income and cash
flows. Forward-looking statements are based upon the Company's current
expectations and assumptions, which are subject to a number of risks and
uncertainties including, but not limited to: customer acceptance and
effectiveness of recently introduced products, development of additional
business for the Company's digital video and audio transmission product lines,
effectiveness of the sales organization, the successful development and
introduction of new products in the future, delays in the conversion by private
and broadcast networks to next generation digital broadcast equipment,
acceptance by various networks of standards for digital broadcasting, the
Company's liquidity position and capital resources, general market conditions
which may not improve during fiscal year 2008 and beyond, and success of the
Company's research and development efforts aimed at developing new
products. Discussion of these and other risks and uncertainties are
provided in detail in the Company's periodic filings with the SEC, including the
Company's most recent Annual Report on Form 10-K. Since these statements
involve risks and uncertainties and are subject to change at any time, the
Company's actual results could differ materially from expected results.
Forward-looking statements speak only as of the date the statement was
made. The Company does not undertake any obligation to update any
forward-looking statements.
______________________________________
PRESS
CONTACT:
Robin
Hoffman
Pipeline
Communications
(973)
746-6970
e-mail:
robinhoffman@pipecomm.com
INVESTOR
RELATIONS CONTACT:
Troy
Woodbury - Investor Relations
WEGENER
(770)
814-4000
FAX
(770)
623-9648
e-mail: info@wegener.com
_______________________________________

text: WEGENER

text: Wegener

text: WEGENER

text: WEGENER

text: WEGENER

text: WEGENER

text: Robert Placek

text: Wegener

text: Wegener

text: WEGENER

text: WEGENER

text: Wegener

text: Wegener

text: WEGENER

text: WEGENER

text: WEGENER

text: WEGENER

text: WEGENER

text: WEGENER

text: WEGENER


text:
EX-99.1
2
a14-8603_1ex99d1.htm
EX-99.1
Exhibit 99.1
4 Parkway North, Suite 400
Deerfield, IL 60015
Contact:
Dan Swenson
Senior Director, Investor Relations and Corporate Communications
847-405-2515 - dswenson@cfindustries.com
Susan Fisher
Manager, Corporate Communications
847-405-2551 - sfisher@cfindustries.com
CF Industries Completes Sale of Phosphate Business to Mosaic
DEERFIELD, Illinois - (Business Wire) - March 17, 2014: CF Industries Holdings, Inc. (NYSE: CF) ("CF Industries" or "the Company") today announced that it has completed the sale of its phosphate business to The Mosaic Company for $1.4 billion or approximately $1 billion net of taxes and other adjustments. The sale follows the terms of the definitive agreement announced on October 28, 2013.
"We are pleased to have completed the sale of our phosphate operations to Mosaic", said Tony Will, president and chief executive officer, CF Industries Holdings, Inc. "The net proceeds from the sale will be redeployed to execute the strategic initiatives we already have in progress, namely our nitrogen capacity expansions and completing our share repurchase authorization. Additionally, the supply agreements we have put in place with Mosaic will provide us a steady base of ammonia demand with attractive economics".
In conjunction with the close of the sale transaction, CF Industries will begin to supply Mosaic with its share of the ammonia produced by the Company's 50 percent owned production facility in the Republic of Trinidad and Tobago. Additionally, the Company has a long-term supply agreement with Mosaic to supply between 600,000 and 800,000 tons of ammonia per year for up to 15 years from its Donaldsonville nitrogen complex. Deliveries of ammonia will begin no later than January 1, 2017 and will be priced at a defined margin over the cost of natural gas at Donaldsonville.
About CF Industries Holdings, Inc.
CF Industries Holdings, Inc., through its subsidiaries, is a global leader in nitrogen fertilizer manufacturing and distribution, serving both agricultural and industrial customers. CF Industries, headquartered in Deerfield, Illinois, operates world-class nitrogen fertilizer manufacturing complexes in the central United States and Canada and distributes plant nutrients through a system of terminals, warehouses, and associated transportation equipment located primarily in the midwestern United States. The company also owns 50 percent interests in GrowHow UK Limited, a fertilizer manufacturer in the United Kingdom; an ammonia facility in the Republic of Trinidad and Tobago; and KEYTRADE AG, a global fertilizer trading organization headquartered near Zurich, Switzerland. CF Industries routinely posts investor announcements and additional information on the company's Web site at www.cfindustries.com and encourages those interested in the company to check there frequently.
Safe Harbor Statement
All statements in this communication, other than those relating to historical facts, are "forward-looking statements." These forward-looking statements are not guarantees of future performance and are subject to a number of assumptions, risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from such statements. These statements include, but are not limited to, statements about the use of proceeds and the expected benefits of the proposed transactions with Mosaic; statements about future strategic plans; and statements about future financial and operating results. Important factors that could cause actual results to differ materially from our expectations include, among others: risks and uncertainties arising from the volatility of natural gas prices in North America; the cyclical nature of our business and the agricultural sector; the global commodity nature of our fertilizer products, the impact of global supply and demand on our selling prices, and the intense global competition from other fertilizer producers; conditions in the U.S. agricultural industry; reliance on third party providers of transportation services and equipment; risks associated with cyber security; weather conditions; our ability to complete our production capacity expansion projects on schedule as planned and on budget or at all; risks associated with other expansions of our business, including unanticipated adverse consequences and the significant resources that could be required; potential liabilities and expenditures related to environmental and health and safety laws and regulations; our potential inability to obtain or maintain required permits and governmental approvals; future regulatory restrictions and requirements related to greenhouse gas emissions; the seasonality of the fertilizer business; the impact of changing market conditions on our forward sales programs; risks involving derivatives and the effectiveness of our risk measurement and hedging activities; the significant risks and hazards involved in producing and handling our products against which we may not be fully insured; our reliance on a limited number of key facilities; risks associated with joint ventures; acts of terrorism and regulations to combat terrorism; difficulties in securing the supply and delivery of raw materials, increases in their costs or delays or interruptions in their delivery; risks associated with international operations; losses on our investments in securities; deterioration of global market and
2
economic conditions; our ability to manage our indebtedness; and loss of key members of management and professional staff. More detailed information about factors that may affect our performance may be found in our filings with the Securities and Exchange Commission, including our most recent periodic reports filed on Form 10-K and Form 10-Q, which are available in the Investor Relations section of the CF Industries website. Forward-looking statements are given only as of the date of this release and we disclaim any obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
###
3

text: CF Industries

text: Mosaic

text: CF Industries Holdings, Inc.

text: CF Industries

text: The Mosaic Company

text: Mosaic

text: Tony Will

text: CF Industries Holdings, Inc.

text: Mosaic

text: CF Industries

text: Mosaic

text: Mosaic

text: CF Industries Holdings, Inc.

text: CF Industries Holdings, Inc.

text: CF Industries

text: CF Industries

text: Mosaic

text: CF Industries


text:
EX-99.1
3
fonar_exhibit-99.htm
FONAR PRESS RELEASE
EXHIBIT 99.1
NEWS
FONAR Corporation
For Immediate Release
The Inventor of MR Scanning™
Contact: Daniel Culver
An ISO 9001 Company
Director of Communications
Melville, New York 11747
E-mail: investor@fonar.com
Phone: (631) 694-2929
www.fonar.com
Fax: (631) 390-1709
FONAR's Subsidiary Acquires Business Managing 12 UPRIGHT®
MRI Scanners
MELVILLE, NEW YORK, March 6, 2013 - FONAR
Corporation (NASDAQ-FONR), The Inventor of MR Scanning™, reported that yesterday HMCA, a subsidiary of Fonar Corporation,
acquired through a majority interest in a newly formed limited liability company, a business managing 12 Stand-Up® MRI centers
and 2 other scanning centers located in Florida and New York for purchase price of $34.4 million dollars. The newly formed limited
liability company will be known as
Health Diagnostics Management, LLC (HDM).
The 12 Stand-Up® MRI centers managed by
HDM together with the 11 managed by HMCA now comprise the largest network of Stand-Up® MRI centers in the nation (23).
By combining the resources of HMCA and HDM, the Company will enjoy the benefits of 1) economies of scale, 2) shared administrative
and technical expertise and capabilities, and 3) joint marketing strategies.
Raymond Damadian, president and founder of
FONAR said, "We are delighted with this acquisition. The interests that we just acquired allow us to grow quite significantly
in one step. We have now gone from 11 UPRIGHT® MRI scanners to 23".
About FONAR
FONAR (NASDAQ:FONR), Melville, NY, The Inventor
of MR Scanning™, is an AMERICAN COMPANY that was incorporated in 1978, and is the first, oldest and most experienced MRI
company in the industry. FONAR introduced the world's first commercial MRI in 1980, and went public in 1981. Since its inception,
nearly 300 recumbent-OPEN MRIs and over 150 UPRIGHT® Multi-Position™ MRI scanners have been installed worldwide. FONAR's
stellar product is the UPRIGHT® MRI (also known as the STAND-UP® MRI), the only whole-body MRI that performs Position™
imaging (
p
MRI™) and scans patients in numerous weight-bearing positions, i.e. standing, sitting, in flexion and extension,
as well as the conventional lie-down position. The FONAR UPRIGHT® MRI often sees the patient's problem that other scanners
cannot because they are lie-down only. The patient-friendly UPRIGHT® MRI has a near-zero claustrophobic rejection rate by patients.
As a FONAR customer states, "If the patient is claustrophobic in this scanner, they'll be claustrophobic in my parking
lot." Approximately 85% of patients are scanned sitting while they watch a 42" flat screen TV. FONAR is headquartered
on Long Island, New York.
#
UPRIGHT® and STAND-UP® are registered
trademarks and The Inventor of MR Scanning™, Full Range of Motion™, Multi-Position™, Upright Radiology™,
The Proof is in the Picture™, True Flow™, pMRI™, Spondylography™, Dynamic™, Spondylometry™,
CSP™, and Landscape™, are trademarks of FONAR Corporation.
##
This release may include forward-looking statements
from the company that may or may not materialize. Additional information on factors that could potentially affect the company's
financial results may be found in the company's filings with the Securities and Exchange Commission.

text: FONAR Corporation

text:
FONAR
Corporation

text: Fonar Corporation

text: Raymond Damadian

text: FONAR Corporation


text:
EX-99.1
3
a8-kclosingprsaiiaacc.htm
CLOSING PR
Exhibit
INFRASTRUCTURE AND ENERGY ALTERNATIVES, INC. COMPLETES ACQUISITION OF
SAIIA AND THE ACC COMPANIES
Indianapolis, IN - September 25, 2018 - Infrastructure and Energy Alternatives, Inc. (Nasdaq: IEA) ("IEA" or the "Company"), a leading provider of infrastructure solutions for the renewable energy, traditional power and civil infrastructure industries, announced today that it has completed its acquisition ("the transaction") of Saiia and the ACC Companies (together "ACC"), pursuant to the terms of the previously announced definitive agreement. The transaction, valued at approximately $145 million, closed on September 25, 2018.
JP Roehm, Chief Executive Officer of IEA, commented, "We are very excited to welcome Saiia and the ACC Companies to the IEA family. This acquisition represents a milestone for IEA - our first as a publicly traded company and an important step in realizing our long-term growth strategy of expansion through selective, strategic M&A. By leveraging our complementary skillsets, labor and equipment, we see many opportunities to diversify our construction portfolio by growing IEA's current heavy civil and infrastructure contracts while also pursuing new contracts in the environmental remediation space. We look forward to working together to generate significant value for our shareholders".
For full year 2018, ACC is expected to generate approximately $285 million to $300 million in revenue and add approximately $265 million in total backlog as of June 30, 2018. Eighteen months post-close, the acquisition is anticipated to generate approximately $5 million in additional annual cost savings through the benefits of equipment ownership as compared to equipment leasing, integrated insurance programs and combined financial and IT systems.
In conjunction with the acquisition, IEA entered into a new credit facility to finance the acquisition and provide additional financial flexibility. The credit facility provides for aggregate term loan borrowings of $200 million (which matures in September 2024) and a revolving credit facility of $50 million (which matures in September 2023). The new credit facility also provides for a delayed-draw term loan facility of $75 million, which is available for three months following closing for incremental acquisition financing. With the closing of the new facility, IEA repaid in full the Company's outstanding loans and interest under an existing credit agreement totaling $54.5 million.
Jefferies Finance LLC is administrative agent and collateral agent and KeyBank National Association is the revolving agent under the new credit facility. Jefferies Finance LLC and KeyBanc Capital Markets Inc. acted as term lead arrangers and KeyBank National Association and Fifth Third Bank acted as revolving lead arrangers for the new credit facility.
For the acquisition, Kirkland & Ellis LLP acted as legal counsel to IEA and Jefferies acted as financial advisor to IEA. Cowen and Company, LLC acted as financial advisor to ACC and Hunton Andrews Kurth LLP acted as legal counsel to ACC.
About IEA
Infrastructure and Energy Alternatives (IEA) is a leading provider of infrastructure solutions for the renewable energy, traditional power and civil infrastructure industries throughout the United States. Currently, IEA is primarily focused on the wind energy industry and is one of three Tier 1 providers in the space. IEA specializes in providing complete engineering, procurement and construction ("EPC") services and has completed more than 200 wind and solar projects in 36 states. IEA offers design, site development, construction, installation and restoration of infrastructure services. As of June 30, 2018, IEA held an estimated 30% U.S. market share for wind energy projects. For more information please visit the Company website at iea.net or follow IEA on Facebook, LinkedIn and Twitter for the latest company news and events.
Forward Looking Statements
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The use of words such as "anticipate", "expect", "could", "may", "intend", "plan" and "believe", among others, generally identify forward-looking statements. These forward-looking statements are based on currently available operating, financial, economic and other information, and are subject to a number of risks and uncertainties. Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual future events or results. A variety of factors, many of which are beyond our control, could cause actual future results or events to differ materially from those projected in the forward-looking statements in this release. These factors include the Company's ability to identify acquisition candidates, integrate acquired businesses and realize upon the expected benefits of the acquisition of ACC; consumer demand; our ability to grow and manage growth profitably; the possibility that we may be adversely affected by economic, business, and/or competitive factors; market conditions, technological developments, regulatory changes or other governmental policy uncertainty that affects us or our customers; our ability to manage projects effectively and in accordance with management estimates, as well as the ability to accurately estimate the costs associated with our fixed price and other contracts, including any material changes in estimates for completion of projects; the effect on demand for our services and changes in the amount of capital expenditures by customers due to, among other things, economic conditions, commodity price fluctuations, the availability and cost of financing, and customer consolidation; the timing and extent of fluctuations in geographic, weather and operational factors affecting our customers, projects and the industries in which we operate; the ability of customers to terminate or reduce the amount of work, or in some cases, the prices paid for services, on short or no notice; customer disputes related to the performance of services; disputes with, or failures of, subcontractors to deliver agreed-upon supplies or services in a timely fashion; our ability to replace non-recurring projects with new projects; the impact of U.S. federal, local, state, foreign or tax legislation and other regulations affecting the renewable energy industry and related projects and expenditures; the effect of state and federal regulatory initiatives, including costs of compliance with existing and future safety and environmental requirements; fluctuations in maintenance, materials, labor and other costs; and our beliefs regarding the state of the renewable wind energy market generally. For a full description of the risks and uncertainties which could cause actual results to differ from our forward-looking statements, please refer to IEA's periodic filings with the Securities and Exchange Commission, including those described as "Risk Factors" in IEA's Proxy Statement on Schedule 14A filed on February 9, 2018. IEA does not undertake any obligation to update forward-looking statements whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Contact:
Financial Profiles, Inc.
Kimberly Esterkin, Senior Vice President
kesterkin@finprofiles.com; 310-622-8235

text: SAIIA AND THE ACC COMPANIES

text: Saiia and the ACC Companies

text: Saiia and the ACC Companies

text: Jefferies Finance LLC

text: KeyBank National Association

text: Jefferies Finance LLC

text: KeyBanc Capital Markets Inc.

override: organization

text: KeyBank National Association

text: Fifth Third Bank

text: Kirkland & Ellis LLP

text: Jefferies

text: Cowen and Company, LLC

text: Hunton Andrews Kurth LLP


text:
EX-99.1
3
a51454402ex99_1.htm
EXHIBIT 99.1
Exhibit 99.1
Calgon Carbon Completes Acquisition of the European Activated Carbon and Filter Aid Business from CECA, a Subsidiary of Arkema Group
Transaction Creates More Balanced and Diverse Global Platform
PITTSBURGH--(BUSINESS WIRE)--November 2, 2016--Calgon Carbon Corporation (NYSE: CCC) (Calgon Carbon, or the Company) announced that it completed its acquisition of the wood-based activated carbon, reactivation and mineral-based filtration media business (the Activated Carbon and Filter Aid Business, or the Business) from CECA.
At closing, Calgon Carbon paid €140.7 million ($153.0 million) in cash and assumed €6.5 million ($7.1 million) of unfunded pension liabilities. The cash portion of the purchase price was funded through borrowings under the Company's recently upsized $300 million revolving credit facility.
The combined company is expected to be an industry leader in the activated carbon and filtration media market, with enhanced diversification, a strong presence in Europe, and an expanded reach into emerging countries. The Business will be integrated into Calgon Carbon's European operations and conduct business under the name Chemviron.
As previously communicated, the transaction is expected to be accretive to Calgon Carbon's fully diluted earnings per share in 2017, excluding purchase accounting adjustments, by $0.08 to $0.11. The Company continues to expect to improve the Business' EBITDA by 40% or more by 2019 through a combination of synergies, de-bottlenecking of the wood-based activated carbon manufacturing facility, and other operational improvement initiatives.
"I am extremely pleased to announce the completion of the acquisition of the Activated Carbon and Filter Aid Business - a transaction that is a natural and strategic fit for Calgon Carbon", said Randy Dearth, Calgon Carbon's Chairman, President, and Chief Executive Officer. "With its complementary wood-based activated carbon and reactivation services, and its adjacent diatomaceous earth and perlite filtration media capabilities, this addition creates a more balanced and diverse global platform from which we expect to deliver incremental value to our customers and shareholders.
"We welcome the talented European workforce of the Business to the Calgon Carbon team, and look forward to leveraging the combination of our deep operational knowledge and technical skills. Working together, our near-term value creation path for the Business continues to include completing the wood-based activated carbon manufacturing de-bottlenecking project that we believe will significantly enhance EBITDA margins", concluded Mr. Dearth.
Houlihan Lokey acted as Calgon Carbon's financial adviser and Jones Day acted as Calgon Carbon's legal counsel for the transaction.
Pure Water.
Clean Air.
Better World.
Calgon Carbon Corporation (NYSE:CCC) is a global leader in innovative solutions, high quality products and reliable services designed to protect human health and the environment from harmful contaminants in water and air. As a leading manufacturer of activated carbon, with broad capabilities in ultraviolet light disinfection, the Company provides purification solutions for drinking water, wastewater, pollution abatement, and a variety of industrial and commercial manufacturing processes.
Calgon Carbon is the world's largest producer of granular activated carbon and supplies more than 100 types of activated carbon products - in granular, powdered, pelletized and cloth form - for more than 700 distinct applications.
With the recent acquisition of complementary wood-based activated carbon and filtration media capabilities located in Europe, Calgon Carbon becomes an even more global and diverse industry leader in activated carbon, reactivation, and filtration media in the form of diatomaceous earth and perlites.
Headquartered in Pittsburgh, Pennsylvania, the Company employs approximately 1,400 people at 21 manufacturing, reactivation, and equipment fabrication facilities in the U.S., Asia, and in Europe, where Calgon Carbon is known as Chemviron.
For more information about Calgon Carbon's leading activated carbon, filtration media, and ultraviolet technology solutions, visit www.calgoncarbon.com.
This news release contains historical information and forward-looking statements. Forward-looking statements typically contain words such as "expect", "believe", "estimate", "anticipate", or similar words indicating that future outcomes are uncertain. Statements looking forward in time, including statements regarding the acquisition of the Activated Carbon and Filter Aid Business, future growth and profitability, price increases, cost savings, broader product lines, enhanced competitive posture and acquisitions, are included herein and in the Company's most recent Annual Report on Form 10-K pursuant to the "safe harbor" provision of the Private Securities Litigation Reform Act of 1995. They involve known and unknown risks and uncertainties that may cause the Company's actual results in future periods to be materially different from any future performance suggested herein, including, without limitation, the Company's ability to successfully integrate the Activated Carbon and Filter Aid Business and achieve the expected results of the acquisition, including any expected synergies and the expected accretion to earnings. Further, the Company operates in an industry sector where securities values may be volatile and may be influenced by economic and other factors beyond the Company's control. Some of the factors that could affect future performance of the Company are higher energy and raw material costs, costs of imports and related tariffs, labor relations, availability of capital and environmental requirements as they relate both to our operations and to our customers, changes in foreign currency exchange rates, borrowing restrictions, validity of patents and other intellectual property, and pension costs. In the context of the forward-looking information provided in this news release, please refer to the discussions of risk factors and other information detailed in, as well as the other information contained in the Company's most recent Annual Report on Form 10-K.
Any forward-looking statement speaks only as of the date on which such statement is made, and the Company does not intend to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise, unless required to do so by the Federal securities laws of the United States.
CONTACT:
Calgon Carbon Corporation
Investors:
Dan Crookshank
Director - Investor Relations & Treasurer
412-787-6795
dcrookshank@calgoncarbon.com
or
Media:
Amanda Mushrush
Senior Manager - Global Communications
412-787-6667
amushrush@calgoncarbon.com

text: Houlihan Lokey

text: Jones Day

text: Dan Crookshank


text:
EX-99.1
2
v243089_ex99-1.htm
Unassociated Document
CONTACTS
From: Anthony J. DeFazio
For: Brian S. Block, EVP & CFO
DeFazio Communications, LLC
American Realty Capital Trust III, Inc.
tony@defaziocommunications.com
bblock@arlcap.com
Ph: (484-532-7783)
Ph: (212-415-6500)
FOR IMMEDIATE RELEASE
American Realty Capital Trust III Acquires
A Dollar General Store and Social Security Administration Building
New York, NY, December 14, 2011
- American Realty Capital Trust III, Inc. (the "Company") announced that on December 12, 2011, the Company closed its acquisition of a fee-simple interest in one free standing Dollar General store located in Birmingham, Alabama at a purchase price of approximately $1.3 million, exclusive of closing costs. In addition, on December 13, 2011, the Company closed its acquisition of a fee-simple interest in a Social Security Administration building located in Cocoa, Florida at a purchase price of approximately $2.0 million, exclusive of closing costs. These acquisitions increase the total size of the Company's portfolio to approximately $54.7 million. The acquisitions total approximately 17,000 rentable square feet.
The Dollar General property is 100% leased to a subsidiary of Dollar General Corp. (NYSE: "DG"). Dollar General Corp. has guaranteed the tenant's obligations under the lease. The lease has a 15-year term and expires in November 2026.
The Social Security Administration property is 100% leased to the United States of America, which has an investment grade credit rating as determined by major credit rating agencies. The original lease term is 10 years with 8.2 years currently remaining.
American Realty Capital Trust III, Inc. is a publicly registered, non-traded real estate investment program.
To arrange interviews with executives of American Realty Capital Trust III, Inc. please contact Tony DeFazio at 484-532-7783 or
tony@defaziocommunications.com
.
###

text: American Realty Capital Trust III, Inc.

text: American Realty Capital Trust III

text: American Realty Capital Trust III, Inc.

text: American Realty Capital Trust III, Inc.

text: American Realty Capital Trust III, Inc.


text:
EX-99.1
3
myhi0513form8kexh99_1.htm
EXHIBIT 99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Mountain High
Acquisitions Corp. Completes Acquisition of
Versatile, Rapidly Expanding California-based CBD company
(SCOTTSDALE, AZ) May 14, 2020 -
MOUNTAIN HIGH ACQUISITIONS CORP. (OTCQB: MYHI), announces it has completed the acquisition
of GPS Associates, Inc. (GPS), a California-based company engaged in the formulation, manufacture and distribution of hemp-derived
CBD products at its cGMP, FDA-registered facility in Santa Ana. The company's world-class team of professionals includes
chemists, herbalists, and botanists committed to combining high-quality organic CBD with synergistic organic, raw herbs to produce
pure, premium consumer products. In fact, all of the products manufactured at GPS are tested at independent, third-party labs to
prove potency and purity.
According to BDS Analytics and Arcview Market Research,
the collective market for CBD sales is expected to exceed $20 billion in the United States by 2024, as applications for CBD are
brought to market across diverse industries such as cosmetics, health products, food and beverage, pet products, skin care, and
pharmaceuticals.
"There is tremendous opportunity in the CBD product space,
and we believe that the stress caused by the current coronavirus pandemic will only increase demand for CBD products, creating
accelerated growth in the space", said MYHI CEO Alan Smith. "The key to success is having the right team with the right
expertise and sufficient access to capital for product diversification, differentiation and distribution. Together, we believe
that MYHI and GPS have that winning formula".
The continually expanding product lineup developed and manufactured
by GPS is distributed directly online under its retail brand name
Zen Drops
as well as through its white label customers
nationwide.
"We believe in the synergistic power of using organic
raw herbs in combination with hemp CBD in our formulations to maximize results. Our product development team has a variety of exciting
new formulations and delivery systems currently in the development and with MYHI now behind us, we're thrilled to be poised
for further diversification and wider distribution", said Paul Gaudreau, CEO of GPS.
To meet the demand created by the coronavirus pandemic, GPS
is also expanding its operations to produce medical grade hand sanitizer using a 100% natural formulation with red thyme-known
for its exceptional antiviral, antimicrobial, and antiseptic properties.
MYHI acquired GPS Associates, Inc. from Trilogy Capital,
LLC on May 13, 2020 for 215,250,000 MYHI common shares, based on a company valuation for GPS of $1,650,000. While the acquisition
was expected to close by March of this year, the transaction was delayed due to the conversion of GPS from an LLC to a C corporation
and disruptions to due diligence completion caused by the coronavirus pandemic stay-in-place orders and social distancing guidelines.
Also, on April 23, 2020 MYHI raised $94,000 through the issuance
of 11,750,000 common shares to Trilogy Capital, LLC at $0.008 per share. The proceeds of this offering were used to pay off the
balance of $93,752 due on the April 24, 2020 maturity of the Promissory Note payable to St George Investments, LLC.
About MYHI
Mountain High Acquisitions Corp. (OTCQB: MYHI) is a holding
company focused on the acquisition and development of businesses and other assets within the hemp industry. www.mountainhighac.com
Press Releases may include forward-looking statements. In particular,
the words "believe", "may", "could", "should", "expect", "anticipate,"
"estimate", "project", "propose", "plan", "intend", and similar conditional
words and expressions are intended to identify forward-looking statements. Any statements made in this news release about an action,
event or development, are forward-looking statements. Such statements are based upon assumptions that in the future may prove not
to have been accurate and are subject to significant risks and uncertainties. Such statements are subject to a number of assumptions,
risks and uncertainties, many of which are beyond the control of the company. Accordingly, you should not place undue reliance
on these forward-looking statements. Although the company believes that the expectations reflected in the forward-looking statements
are reasonable, it can give no assurance that its forward-looking statements will prove to be correct. Investors are cautioned
that any forward-looking statements are not guarantees of future performance and actual results or developments may differ materially
from those projected. The forward-looking statements in this press release are made as of the date hereof. The company takes no
obligation to update or correct its own forward-looking statements, except as required by law or those prepared by third parties
that are not paid by the company.

text:
Mountain High
Acquisitions Corp.

text: MOUNTAIN HIGH ACQUISITIONS CORP.

text: MYHI

text: GPS Associates, Inc.

text: MYHI

text: MYHI

text: MYHI

text: Paul Gaudreau

text: MYHI

text: GPS Associates, Inc.

text: Trilogy Capital

text: MYHI

text: MYHI

text: Trilogy Capital

text: MYHI

text: Mountain High Acquisitions Corp.

text: MYHI


text:
EX-99.1
2
a4795862ex991.txt
DIGITAL FUSION, INC. EXHIBIT 99.1
EXHIBIT 99.1
Digital Fusion Completes Summit Research Acquisition
HUNTSVILLE, Ala.--(BUSINESS WIRE)--Jan. 4, 2005--Digital Fusion, Inc.
(OTCBB:DIGF), an information technology ("IT") and engineering services
provider, today announced that the planned acquisition of Summit Research
Corporation (Summit) has now been completed. The acquisition significantly
strengthens Digital Fusion's engineering services in modeling simulation and
engineering analysis. Summit's un-audited revenue and pretax earnings for the
trailing twelve months from September 30, 2004 were $7.81 million and $745,000
respectively.
Summit was formed in October 2001 as a small business to provide
high-technology engineering support and other technical services to DOD and
industrial customers. Summit's market focus is technical support services for
the US Army Aviation and Missile Command, Redstone Arsenal, AL. Summit has
technical expertise in various engineering disciplines including modeling &
simulation, hardware-in-the-loop testing, mechanical design & prototype
fabrication, information technology and information management systems, program
analysis, and associated technology transfer into production automation
processes.
About Digital Fusion
Digital Fusion is an information technology and engineering services
company that helps its customers make the most of technology to meet their
business needs. Digital Fusion's IT Services division provides solutions to both
government and commercial customers, focused in the following areas: Business
Process Automation, Application Development and Data Management, Application
Security, Web Portals and Digital Dashboards, System Integration and IT Support.
Digital Fusion's Engineering Services divisions supports a variety of customers
with state-of-the-art solutions that include: Computational Aerodynamics/CFD;
Optical Systems Design, Development and Test; Thermo/structural Dynamics; Models
and Simulations; Hardware-in-the-Loop Testing; Program Analysis; and
Ground/Flight Planning, Execution, and Data Analysis. Based in Huntsville AL,
Digital Fusion also has offices in Washington D.C., Orlando, and New Jersey. For
additional information about Digital Fusion visit http://www.digitalfusion.com.
Forward Looking Statements
All statements other than statements of historical fact included in this
release are forward-looking statements. When used in this release, words such as
"project", "anticipate", "believe", "estimate", "expect", "plan", "intend" and
similar expressions, as they relate to the Company or its management, as well as
assumptions made by and information currently available to the Company's
management, identify forward-looking statements. Similarly, statements herein
that describe the Company's business strategy, outlook, objectives, plans,
intentions or goals are also forward-looking statements. Actual results could
differ materially from those contemplated by the forward-looking statements as a
result of certain factors including, but not limited to: the effect of business
and economic conditions; the impact of competitive products and pricing;
capacity and supply constraints or difficulties, the Company's dependence on
continued funding of U.S. government programs; contract procurement and
termination risks; competitive factors such as pricing pressures and/or
competition to hire and retain employees, and material changes in laws or
regulations applicable to the Company businesses. Such statements reflect the
current views of the Company with respect to future events and are subject to
these and other risks, uncertainties and assumptions relating to the operations,
results of operations, growth strategy and liquidity of the Company. These
statements reflect the Company's current beliefs and are based upon information
currently available to it. Be advised that developments subsequent to this
release are likely to cause these statements to become outdated with the passage
of time.
CONTACT: Digital Fusion, Inc.
Roy E. Crippen, 256-837-2620
rcrippen@digitalfusion.com

text: DIGITAL FUSION, INC.

text: Digital Fusion

text: Summit Research

text: Digital Fusion, Inc.

text:
Summit Research
Corporation

text: Digital Fusion

text: Digital Fusion

text: Digital Fusion

text: Digital Fusion

text: Digital Fusion

text: Digital Fusion

text: Digital Fusion

text: Digital Fusion, Inc.


text:
EX-99
2
ex99-comexclosingpressrele.htm
PRESS RELEASE
Ex 99 - Comex Closing Press Release
Exhibit 99
PPG Industries
PPG Industries, Inc.
One PPG Place
Pittsburgh, Pennsylvania 15272 USA
www.ppg.com
News
Contact:
Mark Silvey
PPG Corporate Communications
412-434-3046
silvey@ppg.com
Investors:
Vince Morales
PPG Investor Relations
412-434-3740
vmorales@ppg.com
PPG Completes Acquisition of Comex
PITTSBURGH, Nov. 5, 2014 - PPG Industries (NYSE:PPG) today announced that it has finalized the acquisition of Consorcio Comex, S.A. de C.V. ("Comex"), an architectural coatings company with headquarters in Mexico City, Mexico, in a transaction valued at $2.3 billion.
"We are pleased to have successfully completed this acquisition, the second-largest in our company's history, as it adds a leading architectural coatings business in Mexico and Central America to our portfolio", said Charles E. Bunch, PPG chairman and CEO. "We look forward to working with the Comex team as we integrate the business into PPG".
Comex manufactures coatings and related products in Mexico and sells them in Mexico and Central America through more than 3,700 stores that are independently owned and operated by more than 700 concessionaires. Comex also sells its products through regional retailers and wholesalers, and directly to customers. The company has approximately 3,900 employees, eight manufacturing facilities and six distribution centers, and had sales of approximately $1 billion in 2013. Comex was founded in 1952.
Members of the media can find additional information at http://newsroom.ppg.com.
PPG: BRINGING INNOVATION TO THE SURFACE.™
PPG Industries' vision is to continue to be the world's leading coatings and specialty materials company. Through leadership in innovation, sustainability and color, PPG helps customers in industrial, transportation, consumer products, and construction markets and aftermarkets to enhance more surfaces in more ways than does any other company. Founded in 1883, PPG has global headquarters in Pittsburgh and operates in nearly 70 countries around the world. Reported net sales in 2013 were $15.1 billion. PPG shares are traded on the New York Stock Exchange (symbol: PPG). For more information, visit www.ppg.com and follow @PPGIndustries on Twitter.
Forward-Looking Statements
Statements in this news release relating to matters that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 reflecting the company's current view with respect to future events or objectives and financial or operational performance or results. The forward-looking statements contained herein include statements relating to the expected benefits of the Comex acquisition. Actual events may differ materially from current expectations and are subject to a number of risks and uncertainties, including risks relating to any unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses and future prospects; business and management strategies and the expansion and growth of PPG's operations; PPG's ability to integrate the acquired business successfully after the closing of the acquisition and to achieve anticipated synergies; the risk that
disruptions from the acquisition will harm PPG's businesses; and the other risks and uncertainties discussed in PPG Industries' periodic reports on Form 10-K and Form 10-Q, and its current reports on Form 8-K filed with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of their initial issuance, and PPG Industries does not undertake any obligation to update or revise publicly any forward-looking statement, whether as a result of new information, future events or otherwise.
Bringing innovation to the surface is a trademark of PPG Industries Ohio, Inc.

text: Comex

text: PPG

text: PPG

text: PPG

text: PPG

text: PPG

text: PPG

text: Comex

text: PPG

text: PPG

text: Consorcio Comex

text: Comex

text: PPG

text: Comex

text: PPG

text: Comex

text: Comex

text: Comex

text: PPG

text: PPG

text: PPG

text: PPG

text: PPG

text: PPG

text: Comex

text: PPG

text: PPG

text: PPG

text: PPG

text: PPG

text: PPG


text:
EX-99.1
5
v117605_ex99-1.htm
Unassociated Document
EXHIBIT
99.1
Wits
Basin Closes on Purchase of Bates-Hunter Mine:
100%
Ownership of this Gold Exploration Project Launches New
Era
MINNEAPOLIS
(BUSINESS WIRE) - Wits Basin Precious Minerals Inc. (OTCBB: WITM) completed
the
purchase of the Bates-Hunter Mine, located in Central City, Colorado on
Thursday, June 12, 2008. This is the third asset the Company has added to its
portfolio, which also includes a 50 percent interest in the Vianey
silver-lead-zinc mine concession in Mexico, and a 35 percent interest in Kwagga,
a South African gold exploration initiative known as the FSC
Project.
The
acquisition was completed through Hunter Bates Mining Corporation, a
wholly-owned subsidiary of Wits Basin. The purchase price for the mine consisted
of a secured promissory note issued by Hunter Bates Mining Corporation in favor
of the seller in the principal amount of CA$6,750,000, which bears interest
at
an annual rate of 6 percent, and the issuance of 3,620,000 shares of Wits Basin
common stock. Payments under the note begin at the earlier of January 2011
or
the beginning of production, whichever comes first.
Wits
Basin CEO Stephen King stated, "We are extremely pleased to announce that we now
own one hundred percent of the Bates-Hunter Mine. In reaching this milestone,
we
have invested a significant amount of time and financial resources in our due
diligence for this project and have achieved our goal of securing our legal
position and property rights. We are looking forward to further uncovering
this
mine's incredible potential. We expect to update our shareholders of the work
that is progressing at the mine, including results from surface drilling and
related assays, in the near future".
About
the Bates-Hunter Mine
The
Bates-Hunter Mine is located in Central City, Colorado, approximately 35 miles
west of Denver. The Bates Vein was the second lode discovered in Colorado and
helped spark the great Colorado gold rush of the mid-1800s. Famous for
production from high-grade gold ore shoots, it has been estimated that more
than
4,000,000 ounces of gold were produced in the Central City Mining District
between 1859 and 1947. During the early 1930s, the mine was still in production
but was shut down due to litigation between the mine owner and operator. The
principal veins that underlie and are controlled by the Bates-Hunter property
have historically produced approximately 750,000 ounces of gold. A 1930s report
from the 745-foot level included an average of 27 samples that assayed 1.37
ounces per ton gold.
About
Wits Basin Precious Minerals Inc.
:
We are
a minerals exploration and development company holding interests in three
exploration projects and currently do not claim to have any mineral reserves
on
any project. Our common stock trades on the Over-the-Counter Bulletin Board
under the symbol "WITM." To find out more about Wits Basin Precious Minerals
Inc. (OTCBB: WITM) visit our website at www.witsbasin.com.
Forward-Looking
Statements and Risk Factors: Certain statements included in this press release
may constitute forward-looking statements that involve risks and uncertainties
that could cause actual results to differ materially. Such statements are valid
only as of today, and we disclaim any obligation to update this information.
These statements are subject to known and unknown risks and uncertainties that
may cause actual future experience and results to differ materially from the
statements made. These statements are based on our current beliefs and
expectations as to such future outcomes. These risks and uncertainties relate
to
the Company and its subsidiaries, and include, among others, the ability to
obtain or maintain regulatory approvals; the ability to obtain necessary
financing;; and other risks and uncertainties described in the Company's
filings from time to time with the Securities and Exchange Commission. The
Company disclaims any obligation to update its forward-looking
statements.
In
addition, the exploration for and development of mineral deposits involves
significant financial risks, which even experience and knowledge may not
eliminate, regardless of the amount of careful evaluation applied to a process.
While the discovery of a mineral deposit may result in substantial rewards,
few
properties are ultimately developed into producing mines. Moreover, we cannot
make any estimates regarding probable reserves in connection with any of our
projects and any estimates relating to possible reserves are subject to
significant risks. Therefore, no assurance can be given that any size of
reserves or grades of reserves will be realized. If a discovery is made, the
mineral deposit discovered, assuming recoverable, may differ from the reserves
already discovered and recovered by others in the same region of the planned
areas of exploration. Further, the cost of exploration and exploitation can
be
extensive and there is no assurance that we will have the resources necessary
or
the financing available to pursue projects we currently hold interests in or
to
acquire interests in other mineral exploration projects that may become
available. The risks we face are numerous and detailed information regarding
these risks may be found in filings made by us with the Securities and Exchange
Commission, including our most recent annual report.
Contact:
Wits
Basin Precious Minerals Inc.
Chairman
H. Vance White, 866-214-9486
CEO
Stephen King, 612-490-3419
Lighthouse
Communications, 866-739-0390 or info@lhcom.bz

text:
Wits
Basin

text: Wits Basin Precious Minerals Inc.

text: Wits Basin

text: Wits Basin

text:
Wits
Basin

text: Wits Basin Precious Minerals Inc.

text:
Wits Basin Precious Minerals
Inc.

text:
Wits
Basin Precious Minerals Inc.


text:
EX-99.1
7
exh99_1.htm
EXHIBIT 99.1
exh99_1.htm
Exhibit
99.1
Rapid Link Completes Acquisition of Mr.
Prepaid
Senior Secured Debt Restructured; New Management Team
Appointed
MIAMI,
FL--(Marketwire - March 2, 2010) - Rapid Link, Incorporated (OTCBB: RPID)
announced that, as of February 24, 2010, it has consummated the initial closing
under a Share Exchange Agreement among the Company, Blackbird Corporation and
certain of their stockholders.
Under the
terms of the Share Exchange Agreement, the Company has acquired Mr. Prepaid,
Inc., a former subsidiary of Blackbird, in exchange for 10,000,000 shares of
Series A Convertible Preferred Stock. The shares of preferred stock represent,
on an as-converted basis, 80% of the outstanding capital stock of the Company.
Mr. Prepaid is in the business of providing prepaid telecommunication and
transaction based point of sale activation solutions through approximately 1,000
independent retailers in the Eastern United States. Mr. Prepaid's product
offerings include prepaid wireless PINs for use with various mobile telephone
providers.
In
connection with the initial closing, the Company's senior secured indebtedness
was restructured and reduced from over $7,000,000 to an aggregate amount of
$1,250,000. Also, simultaneously with the initial closing, the Company
transferred its former subsidiaries, Telenational Communications, Inc. and One
Ring Networks, Inc., to a third party who also assumed a material portion of the
Company's senior secured indebtedness.
In
connection with the initial closing, the Company's board of directors and
management team was reconstituted. Effective February 24, 2010, John A. Jenkins,
Lawrence Vierra and David Hess resigned as members of the board of directors and
Mr. Jenkins resigned as Chief Executive Officer and Chief Financial Officer of
the Company. Charles Zwebner, David Stier and Valerie Ferraro were appointed to
serve as new members of the board of directors and Mr. Zwebner was appointed as
Chief Executive Officer and President of the Company.
In
addition, on February 24, 2010, the Company issued a convertible promissory note
in the principal amount of $500,000 in favor of a third party lender. The
principal of the convertible note accrues interest at the rate of 3.00% per
annum and matures, unless converted earlier, on December 31, 2011. The Company
intends to use the proceeds of the convertible note for its working capital
needs and to assist in executing its growth strategy.
"We are
excited about this strategic transaction which has provided some important
elements in moving the Company to the next stage", stated Mr. Zwebner. "Our core
objectives going forward will be to consolidate legacy telecom assets leveraging
existing infrastructures which we expect will provide synergies and cash flow to
the Company, and to grow our offering of mobile and wireless products and
services targeting ethnic and international users. We look forward to the
opportunities that are presenting themselves to our Company and to be able to
capitalize on them".
About
Rapid Link Incorporated
Rapid
Link Incorporated is a telecommunications services company which, through its
wholly-owned subsidiary, provides prepaid telecommunication and transaction
based point of sale activation solutions through approximately 1,000 independent
retailers in the Eastern United States. The Company also provides long distance
services and plans to expand its product offering to include mobile and wireless
services.
For more
information, visit www.rapidlink.com.
This
press release and other statements to be made by the Company contain certain
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act, including but not limited to statements relating to
projections and estimates of earnings, revenues, cost-savings, expenses, or
other financial items; statements of management's plans, strategies, and
objectives for future operations, and management's expectations as to future
performance and operations and the time by which objectives will be achieved;
statements concerning proposed new products and services; and statements
regarding future economic, industry, or market conditions or performance.
Forward-looking statements are typically identified by words or phrases such as
"believe", expect", anticipate", project", and conditional verbs such as "may,"
"could", and "would", and other similar expressions. Such forward-looking
statements reflect management's current expectations, beliefs, estimates, and
projections regarding the Company, its industry and future events, and are based
upon certain assumptions made by management. These forward-looking statements
are not guarantees of future performance and necessarily are subject to risks,
uncertainties, and other factors (many of which are outside the control of the
Company) that could cause actual results to differ materially from those
anticipated. Those factors include, but are not limited to, the risk factors
discussed in our most recent filings with the United States Securities and
Exchange Commission; the rapidly changing nature of technology, evolving
industry standards and frequent introductions of new products, services and
enhancements by competitors; the competitive nature of the markets for our
products and services; our ability to gain market acceptance for our products
and services; our ability to fund our operational growth; our ability to attract
and retain skilled personnel; our ability to diversify our revenue streams and
customer concentrations; our ability to successfully integrate the operations of
acquired companies; and our reliance on third-party suppliers. Should one or
more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, our actual results could differ materially from
those anticipated in these forward-looking statements. We undertake no
obligation and do not intend to update, revise or otherwise publicly release any
revisions to these forward-looking statements to reflect events or circumstances
after the date hereof or to reflect the occurrence of any unanticipated events.
[Missing Graphic Reference]
Contact:
Investor
Relations
Rapid
Link, Incorporated
Tel.:
416-250-9783

text: Rapid Link, Incorporated

text: Blackbird Corporation

text:
Rapid
Link, Incorporated