text:
EX-99.1
5
exhibit99-1_15987.htm
PRESS RELEASE DATED JULY 1, 2008
WWW.EXFILE.COM, INC. -- 888-775-4789 -- BRIDGELINE SOFTWARE, INC. -- EXHIBIT 99.1 TO FORM 8K
EXHIBIT 99.1
Denver-Based
Indigio Merges Into Bridgeline Software
Indigio Co-Founder Tim Higgins Will
Lead Bridgeline Software's Denver Operations
BOSTON,
July 1, 2008 -- Bridgeline Software, Inc. (NasdaqCM:
BLSW
) announced today
that Indigio Group, Inc. has merged into Bridgeline Software, expanding
Bridgeline Software's presence into Denver, Colorado and the Rocky Mountain
region.
Founded
in 1998, Indigio is an award-wining web development company that provides web
application development, web design, usability, and search engine optimization
services to its customers. In June of 2008, Indigio was awarded the "Best Tech
Workplace Award" in the state of Colorado by the Colorado Software and Internet
Association.
Indigio
has annual sales of approximately $6 million and reports that is has been
profitable each year since its inception. Indigio operates in Denver, Colorado,
serving a.NET customer base of over 80 customers including Budget Truck, Budget
Cars, AVIS, PODS, Denver Newspaper Agency, Media News Group Interactive,
Disaboom, Los Angeles Newspaper Group, HomePoints, Dependable Auto Shippers,
Alameda Newspaper Group, Career Ventures, John Diversey, Philly.com, and
McClatchy. To learn more about Indigio, please visit
http://www.indigio.com
.
Indigio's
co-founder and Chief Executive Officer, Tim Higgins, has joined Bridgeline
Software's executive management team as Executive Vice President and General
Manager of Bridgeline Software - Denver.
Bridgeline
Software acquired Indigio for a total of $6 million, including the purchase of
approximately $250 thousand of Indigio's net working capital (cash, accounts
receivable, less liabilities). The $6 million acquisition consisted of $600
thousand in cash, the opportunity to receive an additional $2.1 million in cash
over a 14 quarter period based on certain minimum operating goals being
achieved, and 1,127,810 shares of Bridgeline Software common stock. The
Bridgeline Software common stock issued is subject to a 1 year lock-up
agreement. Bridgeline Software believes the acquisition of Indigio will be
accretive to earnings per share within the next 6 months.
"We are
very excited about our merger with Bridgeline", stated Tim Higgins, Chief
Executive Officer of Indigio. "We believe their disciplines in engagement and
development methodologies will enhance our business. In addition, we believe our
customer base will be very interested in their web application management
software product line, iAPPS. It is a very impressive web based software
solution."
Thomas
Massie, Bridgeline Software's Chairman and Chief Executive Officer, stated, "We
are very excited about our merger with Indigio. They have an outstanding
development and delivery team, excellent leadership, and long-term relationships
with great customers. Tim Higgins is an excellent addition to our executive
management team".
About
Bridgeline Software
Bridgeline
Software is a developer of web application management software and award-winning
web applications that help organizations optimize business processes. The iAPPS
Product Suite is an innovative SaaS solution that unifies Content Management,
Analytics, eCommerce, and eMarketing capabilities - enabling business users to
swiftly enhance and optimize the value of their web properties. Combined with
award-winning application development capabilities by Microsoft Gold Certified
development teams, Bridgeline Software helps customers to cost-effectively
maximize the value of their rapidly changing web applications.
Bridgeline
Software is headquartered near Boston with additional locations in Atlanta,
Chicago, Cleveland, Minneapolis, New York, Washington, D.C., and Bangalore
India. Bridgeline Software is a recipient of the Inc. 500 award for America's
fastest growing companies and currently has over 530 customers ranging from
middle market organizations to divisions within Fortune 1,000 companies that
include: The Bank of New York Mellon, Marriott International, Berkshire Life,
Honeywell, EMC, John Hancock, AARP, National Financial Partners, The Packard
Foundation, DTCC, Cadaret, Grant & Co., PerkinElmer, UBS, JBHanauer &
Co., Omgeo, the Gill Foundation, The Commonwealth Fund, and the Smithsonian
Institute. To learn more about Bridgeline Software, please visit
http://www.bridgelinesw.com
.
Safe
Harbor Statement under the Private Securities Litigation Reform Act of
1995.
All
statements included in this press release, other than statements or
characterizations of historical fact, are forward-looking statements. These
forward-looking statements are based on our current expectations, estimates and
projections about our industry, management's beliefs, and certain assumptions
made by us, all of which are subject to change. Forward-looking statements can
often be identified by words such as "anticipates", "expects", "intends,"
"plans", "predicts", "believes", "seeks", "estimates", "may,"
"will", "should", "would", "could", "potential", "continue,"
"ongoing", similar expressions, and variations or negatives of these words.
These forward-looking statements are not guarantees of future results and are
subject to risks, uncertainties and assumptions including the risks described in
our filings with the Securities and Exchange Commission that could cause our
actual results to differ materially and adversely from those expressed in any
forward-looking statement. We expressly disclaim any obligation to update any
forward-looking statement.
Contact:
Bridgeline
Software, Inc.
Gary
Cebula, Executive Vice President & CFO
781-497-3002
gcebula@bridgelinesw.com
Thomas
Massie, Chairman of the Board & CEO
781-497-3001
tmassie@bridgelinesw.com
Indigio
Group, Inc.
Tim
Higgins, President & CEO
303-785-3804
thiggins@indigio.com

text: BRIDGELINE SOFTWARE

text: Indigio

text: Bridgeline Software

text: Indigio

text: Tim Higgins

text: Bridgeline Software

text: Bridgeline Software

text: Indigio Group, Inc.

text: Bridgeline Software

text: Bridgeline Software

text: Indigio

text: Indigio

text: Indigio

text: Indigio

text: Indigio

text: Indigio

text: Tim Higgins

text:
Bridgeline
Software

text: Bridgeline Software

text:
Bridgeline
Software

text: Indigio

text: Indigio

text: Bridgeline Software

text: Bridgeline Software

text: Bridgeline Software

text: Indigio

text: Tim Higgins

text: Indigio

text:
Thomas
Massie

text: Bridgeline Software

text: Indigio

text: Tim Higgins

text: Bridgeline Software

text:
Bridgeline
Software

text: Bridgeline Software

text:
Bridgeline
Software

text: Bridgeline Software

text: Bridgeline Software

text:
Bridgeline
Software

text:
Thomas
Massie

text:
Indigio
Group, Inc.

text:
Tim
Higgins


dataset: buster

text:
EX-99.2
5
ex99-2.htm
PRESS RELEASE
Adamis Pharmaceuticals Corp 8-K
Exhibit 99.2
Adamis Announces
Agreement to Sell Portion of US Compounding Business
Transaction Proceeds Will be Used for General
Corporate Purposes and Funding Intended Acceleration of Pharmaceutical Pipeline
SAN DIEGO, August 4, 2021--
Adamis
Pharmaceuticals Corporation
(NASDAQ: ADMP) ("Adamis" or the "Company") today announced that it
has entered into a definitive agreement to sell a significant portion of the assets of its subsidiary, US Compounding Inc. ("USC"),
related to USC's human compounding pharmaceutical business and customers, in exchange for total gross consideration estimated to
be up to $15 million before transaction fees and expenses. The consideration will be paid by the buyer to Adamis in monthly installments
over the course of approximately 12 months based on a multiple of gross revenue generated by the assets during the measurement period.
The transaction aligns
with Adamis' stated goal of focusing its efforts on the development of its prescription pharmaceutical pipeline. Adamis expects
to use the proceeds from the sale for general corporate purposes and to fund ongoing development of its pipeline.
Further details related to the transaction and related
matters will be contained in a report on Form 8-K to be filed by the Company within four business days of the effective date of the agreement.
About Adamis Pharmaceuticals
Adamis
Pharmaceuticals Corporation is a specialty biopharmaceutical company primarily focused on developing and commercializing products in
various therapeutic areas, including allergy, opioid overdose, respiratory and inflammatory disease. The Company's SYMJEPI (epinephrine)
Injection products are approved by the FDA for use in the emergency treatment of acute allergic reactions, including anaphylaxis. Adamis'
naloxone injection product candidate, ZIMHI, for the treatment of opioid overdose, is currently under FDA review. Adamis is developing
additional products, including treatments for acute respiratory diseases, such as COVID-19, and radiation dermatitis. The company's
subsidiary, USC, compounds sterile prescription drugs, and certain nonsterile drugs for human and veterinary use by hospitals, clinics,
surgery centers, and vet clinics throughout most of the United States. For additional information about Adamis Pharmaceuticals, please
visit www.adamispharmaceuticals.com.
Forward Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include those that express plans,
anticipation, intent, contingencies, goals, targets or future development and/or otherwise are not statements of historical fact. These
statements relate to future events or future results, including, but not limited to, the following statements: the consideration expected
to be generated as a result of the sale of USC assets; the Company's ability to develop and commercialize the product candidates
described in this press release, itself or through development and/or commercialization partners; the potential of the Company's
prescription pharmaceutical pipeline, including the Company's ability to develop such pipeline; and other statements concerning
our future operations and activities. These statements are only predictions and involve known and unknown risks, uncertainties, and other
factors, which may cause Adamis' actual results to be materially different from the results anticipated by such forward-looking statements.
In addition, as previously disclosed, each of the Company and
USC
has received
a subpoena from the U.S. Attorney's
Office for the Southern District of New York
issued
in connection with a criminal investigation. Accordingly, all forward-looking statements are subject to the outcome of this investigation,
as well as the related investigation being conducted by the Company's Audit Committee. We cannot assess the impact of each factor
on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those
contained in any forward-looking statements. You should not place undue reliance on any forward-looking statements. Further, any forward-looking
statement speaks only as of the date on which it is made, and except as may be required by applicable law, we undertake no obligation
to update or release publicly the results of any revisions to these forward-looking statements or to reflect events or circumstances
arising after the date of this press release. Certain of these risks and additional risks, uncertainties, and other factors are described
in greater detail in Adamis' filings from time to time with the U.S. Securities and Exchange Commission ("SEC"),
including its annual report on Form 10-K for the year ended December 31, 2020 and subsequent filings with the SEC, which
Adamis strongly urges you to read and consider, all of which are available free of charge on the SEC's web site at http://www.sec.gov.
Contact:
Adamis Investor Relations
Robert Uhl
Managing Director
Westwicke ICR
619.228.5886
robert.uhl@westwicke.com

label: organization

text: Adamis

text:
Adamis
Pharmaceuticals Corporation

text: Adamis

text: Adamis

text: Adamis

text: Adamis

text:
Adamis
Pharmaceuticals Corporation

text: Adamis

text: Adamis

text: Adamis

text: Adamis

text: Adamis

text: Adamis

label: person

text: Robert Uhl

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
4
ex_991.txt
PRESS RELEASE
Exhibit 99.1
(BW)(CA-PRIDE-BUSINESS) Medstretch Inc. Completes Acquisition of Pride Business
Development Group
Business Editors
LOS ANGELES--(BUSINESS WIRE)--Medstretch Inc., a Nevada corporation, is
pleased to announce that on August 24, 2004, it completed its acquisition of
Pride Business Development Group, a Nevada corporation pursuant to a Share
Exchange Agreement entered into between the companies on August 2, 2004.
About Pride Business Development Group
Pride is a development stage company, the principal assets of which are
certain worldwide exclusive license agreements for the use of certain registered
tradenames and trademarks in connection with certain products focused on the
Homeland Security marketplace. Licensed tradenames and trademarks include Smith
& Wesson(TM), and certain other trademarks and tradenames owned by Smith &
Wesson Holding Corporation, in connection with body armor, vehicle armor and
automated external defibrillators. Pride also holds a worldwide exclusive
license for the use of the tradename of HeartBeat(TM) in connection with
automated external defibrillators. Pride has also entered into long-term
agreements pertaining to the manufacture and design of its line of body armor
and automated external defibrillators. After the share exchange, the management
of Pride plans to pursue its business plan of becoming a principal source for
the unique, yet ever growing list of equipment and material demanded by the
Homeland Security marketplace.
Forward Looking Statement
This press release may include 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. These statements are based on the Company's
current expectations as to future events. However, the forward-looking events
and circumstances discussed in this press release might not occur, and actual
results could differ materially from those anticipated or implied in the
forward-looking statements.
CONTACT: Pride Business Development Group
Ari Markow, 866-868-0461
SOURCE: Pride Business Development Group

text: Medstretch Inc.

text:
Pride Business
Development Group

text: Medstretch Inc.

text: Pride Business Development Group

text: Pride Business Development Group

text: Pride Business Development Group

text: Pride Business Development Group


text:
EX-99.1
2
ex99-1.htm
FOR
IMMEDIATE RELEASE
For
More Information:
Investor
Relations: Patrick Lin
plin@processapharma.com
925-683-3218
PROCESSA
PHARMACEUTICALS ANNOUNCES THAT IT HAS BEEN ASSIGNED THE
LICENSE FOR THE CLINICAL STAGE COMPOUND CTP-499 AND PLANS TO DEVELOP
THE
DRUG IN MULTIPLE UNMET MEDICAL NEED CONDITIONS
HANOVER,
MD - March 21, 2018 - Processa Pharmaceuticals, Inc. (OTC: PCSA) announced today that, as agreed in the asset purchase
of Promet Therapeutics, LLC, Processa has been assigned the license for CTP-499 upon Promet's exercising of the exclusive
option to license in CTP-499 from Concert Pharmaceuticals, Inc.
CTP-499
is an analog of an active metabolite of an approved drug and has multiple pharmacological targets that can be used to its advantage.
The compound has already been shown to be safe with a trend toward efficacy in diabetic nephropathy (DN).
Processa
has identified other unmet medical need conditions. In these conditions, preliminary clinical evidence already exists demonstrating
that affecting the multiple pharmacological targets of CTP-499 results in a positive clinical response in some patients. Processa
has met with the FDA on the first indication, Necrosis Lipoidica (NL), a chronic, disfiguring condition for which most patients
do not have any treatment options. NL develops more commonly in women than in men on the pretibial region of the lower extremities,
usually presenting initially as red papules that enlarge to form patches or plaques with an atrophic yellow center. Ulceration
occurs in approximately 30% of NL patients, which can lead to more severe complications, such as deep tissue infections and osteonecrosis
that can threaten life of the limb.
"Our
vision is to
EFFICIENTLY
develop drug products for patients who have high unmet medical need conditions. "
EFFICIENTLY"
because patients who have conditions that severely impair their quality of life with no treatment options, like NL patients,
need drug products that will have a major positive impact on their lives as soon as possible. Based on the epidemiology literature
on NL, there appears to be 75,000- 180,000 patients in the US and more than 200,000 - 500,000 patients worldwide with this
condition and no adequate treatment." Dr. David Young, CEO of Processa, said. He added "the Processa development team
has already met with the FDA on NL and has a solid strategy for moving forward with the development of CTP-499 in NL starting
with a Phase 2 clinical trial in NL patients in 2018. We also hope to meet with the FDA on a second clinical stage indication
for CTP-499 in the next few months. Although Concert obtained a positive trend in a Phase 2 study in DN, the primary endpoint
and sample size required by FDA for a pivotal study makes this a more difficult indication for Processa to pursue at this time
given the low probability of success of any drug in DN and the resource/time commitment for a pivotal DN study".
Concert
has granted to Promet an exclusive license, including the right to assign the license, sublicense, develop, manufacture, use and
commercialize CTP-499 worldwide. Upon exercising the option to license CTP-499, Promet is transferring $8 million of its Processa
shares, approximately 5.9% of all Processa outstanding shares, to Concert with Concert also being
eligible
to receive royalties on commercial sales.
Promet with Concert's agreement has subsequently assigned the license to
Processa after exercising the licensing option.
Additional
information and updates are available on the company's website:
http://www.processapharma.com
About
Processa Pharmaceuticals, Inc.
Processa
Pharmaceuticals, Inc was founded in 2017 in Hanover, Maryland, with a mission to develop products that can improve the survival
and/or quality of life for patients who have a high unmet medical need. The company acquired the assets of Promet Therapeutics,
LLC in October of 2017 and has assembled a proven regulatory science product development team, management team, and Board of Directors.
The Processa Team's expertise is in developing drug products from IND enabling studies to NDA submission. The company's
combined scientific, development and regulatory experience has resulted in more than 30 drug approvals by the FDA, 100 meetings
with FDA and more than 50 drug development programs, including drug products targeted to orphan disease conditions. For more information,
please visit
http://www.processapharma.com
#
# #

text: Processa Pharmaceuticals, Inc.

text: Promet Therapeutics, LLC

text: David Young

text: Processa Pharmaceuticals, Inc.

text:
Promet Therapeutics,
LLC


text:
EX-99.1
2
d512077dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
NEWS RELEASE
Devon Energy Completes Sale of Ownership Interests in EnLink Midstream
OKLAHOMA CITY - July
18, 2018
- Devon Energy Corp. (NYSE: DVN) announced today it has completed the sale of its ownership
interests in EnLink Midstream Partners, LP (NYSE: ENLK) and EnLink Midstream, LLC (NYSE: ENLC) for $3.125 billion to affiliates of Global Infrastructure Partners (GIP), a leading global, independent infrastructure fund manager.
With the closing of this transaction, the financial results of EnLink Midstream will no longer be consolidated with Devon's upstream business and
historical results related to EnLink will be presented as discontinued operations in the company's consolidated financial statements. Devon will provide pro forma financial statements for its upstream business in a separate Form
8-K
filing in the near future.
As previously announced, in conjunction with the EnLink transaction, Devon's board
of directors has authorized an increase in the company's share-repurchase program to $4 billion. With this increased authorization, the company plans to utilize an accelerated share-repurchase program and will provide additional details on
this initiative within its second-quarter earnings materials.
About Devon Energy
Devon Energy is a leading independent energy company engaged in finding and producing oil and natural gas. Based in Oklahoma City and included in the S&P
500, Devon operates in several of the most prolific oil and natural gas plays in the U.S. and Canada with an emphasis on achieving strong returns and capital-efficient cash-flow growth. For more information, please visit
www.devonenergy.com
.
Forward-Looking Statements
This press release
contains forward-looking statements within the meaning of the federal securities laws. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the company. These risks include, but are
not limited to: changes in commodity prices, market conditions or other circumstances that could negatively impact the company's ability to complete the share-repurchase program; and the other risks identified in the Company's Annual
Report on Form
10-K
and its other filings with the Securities and Exchange Commission (SEC). Investors are cautioned that any such statements are not guarantees of future performance and that actual results or
developments may differ materially from those projected in the forward-looking statements. The forward-looking statements in this press release are made as of the date hereof, and the company does not undertake any obligation to update the
forward-looking statements as a result of new information, future events or otherwise.
Investor Contacts
Scott Coody,
405-552-4735
Chris Carr,
405-228-2496
Media Contact
John Porretto,
405-228-7506

text: Devon Energy

text: EnLink Midstream

text: Devon Energy Corp.

text: EnLink Midstream Partners, LP

override: organization

text: EnLink Midstream, LLC

label: fund

text: Global Infrastructure Partners

override: fund

text: EnLink Midstream

text: Devon Energy

text: Devon Energy


text:
EX-99.1
2
v215305_ex99-1.htm
Exhibit 99.1
ecoTECH Energy Group, Inc. Announces Acquisition of Primary Site for its Combined Heat and Power Electricity Generation Station
Mar. 16, 2011 (Marketwire) -
VANCOUVER, BRITISH COLUMBIA - (Marketwire) - 03/16/11 - ecoTech Energy Group, Inc (OTCBB:ECTH), headquartered in Seattle, WA, is pleased to announce the completion of its acquisition for the primary site for the ecoTECH McBride eco-Industrial Park and the planned Combined Heat and Power Electricity generating station. The site location is 7 kilometers Northwest of McBride, British Columbia, on Yellowhead Highway 16. ecoTECH plans to immediately proceed with re-zoning and permitting of the planned operations. The finished eco-Industrial Park will have a variety of eco-friendly industries including tenants from initiatives that can only be put in place with the reliable and adequate heat and power services planned. Rich in local history, the site is currently abandoned and contains derelict buildings
that will be replaced with a modern industrial complex of sustainable fresh food greenhouses, an aquaculture facility and a cold store that will heated/chilled by heat exchangers fed by the surplus heat from power generation, to be fueled by logging residuals and culls.
The site currently features the northwest re-closure switch station of the BC Hydro islanding system, recently installed to encompass all McBride consumers in the 20 km Highway 16 corridor between Lamming Mills and Holmes River. The power island was installed to buffer the problems that McBride was suffering from being the highest blackout area on the BC Hydro grid and it is now serviced by emergency BC Hydro bio-diesel generators that are scheduled to be phased out as local Independent Power Producers come on line. At that time, the Robson Valley Independent Power Producers, including ecoTECH's McBride Energy Corporation, Holmes River Hydro, Castle Mountain Power and Snowshoe Power, will also be able to prevent the rolling power surges, which still plague the line and damage electronics in the village. Line losses
in the Valley will also reduce dramatically.
In addition, a second adjacent expansion site is under discussion and the Company looks forward to announcing its plans for the site in its 165 acre entirety when completed.
The Company is in the ground-breaking stage of three large projects located across North America, in both the U.S. and Canada. Using local wood waste biomass, these projects will provide electricity and fuel products to multiple communities, with excess energy production available to external utility companies and energy brokers which can be transferred easily via the Grid infrastructure. In addition to utilizing the Company's proprietary technologies, these projects will also incorporate proven technologies created by external parties with which the Company has partnered. ecoTECH's focus is within North America first, however, plans to pursue other world markets subsequently. The Company has evaluated a number of value added processes to provide maximum return on investments and meet market demands for biomass
products. Using low cost heat and steam vented from the adjacent Power Station, biomass will be processed at temperatures ranging from 200 degrees to 320 degrees c in the absence of oxygen to produce torrefied pellets. Torrefied pellets or briquettes ("green fuel") will be produced for markets in Europe, North America and other areas where coal-fired power plants are seeking low carbon fuels. (Torrefied wood briquettes have higher energy content and none of the ash and mineral contaminants that are embedded in standard fossil coal).
About ecoTech Energy Group, Inc.
ecoTECH Energy Group, Inc. is a development-stage renewable energy company which plans to manufacture biomass-fueled power stations that produce renewable and sustainable "green" energy products. ecoTECH specializes in the development and operations of thermal, 24/7, "firm" electricity supply from "zero-carbon-footprint" power stations which utilize proprietary ecoTECH technologies that have been continuously improved and refined over the past 30 years. ecoTECH intends to build five Combined Heat and Power Stations across North America during the next five to seven years. More information about the Company may be found at www.ecotechenergygroup.com.
Notice regarding forward-looking statements
This press release contains forward-looking statements that may be subject to various risks and uncertainties. Such forward-looking statements are made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and may include statements regarding our future financial performance or results of operations, including expected revenue growth. Unless otherwise required by law, we undertake no obligation to publicly update or revise any forward looking statements, whether as a result of new information, future events or otherwise after the date of this press release. Additional information concerning risks and uncertainties that would cause actual results to differ materially from those projected or suggested in the forward-looking statements can be found in the reports that we have
filed with the Securities and Exchange Commission.
Contacts:
ecoTech Energy Group, Inc.
Investor Relations
(213) 254-2440
ir@ecotechenergygroup.com
www.ecotechenergygroup.com
Source: Marketwire (March 16, 2011 - 2:14 PM EDT)
News by QuoteMedia

text: ecoTECH Energy Group, Inc.

text: ecoTech Energy Group, Inc

text: ecoTech Energy Group, Inc.

text: ecoTECH Energy Group, Inc.

text: ecoTech Energy Group, Inc.


text:
EX-99.1
2
a6549302ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Safeguard
Scientifics Realizes $144 Million in Net Proceeds from Completion of
Tender Offer for Clarient by GE Healthcare
Sale
of Diagnostic Services Provider Represents 3x Return;
Proceeds
Strengthen Balance Sheet and Substantially Increase Cash Balance
WAYNE, Pa.--(BUSINESS WIRE)--December 17, 2010--Safeguard Scientifics,
Inc. (NYSE: SFE), a holding company that builds value in growth-stage
life sciences and technology companies, today announced that its net
proceeds from the successful completion of GE Healthcare's public tender
offer for all outstanding shares of partner company Clarient, Inc.
(Nasdaq: CLRT) will be approximately $144 million. The taxable gain on
the transaction will be offset by tax loss carry forwards. The net
proceeds represent a 3x cash-on-cash return on Safeguard's remaining
cost basis in its holdings in Clarient. Proceeds from the Clarient
transaction substantially increase Safeguard's cash balance from $55.2
million at September 30, 2010. Upon completion of the final merger stage
of the transaction, Safeguard will receive additional proceeds of $2.6
million related to Clarient warrants it holds.
As previously disclosed on October 22, GE Healthcare announced a
definitive agreement to acquire Clarient via a public tender offer for
all outstanding common and preferred shares of Clarient at a price of
$5.00 per common share and $20.00 per preferred share, valuing Clarient
at $587 million. The transaction represented a 35.9% premium to
Clarient's stock price of $3.68 per share at close of business on
October 19 and a 5.8x multiple of the last twelve months sales as of
June 30, 2010. Safeguard owned approximately 26% of Clarient outstanding
shares on a fully-diluted, as-converted basis.
"Today, Safeguard is stronger, leaner and better positioned to execute
our strategic game plan than at any time over the last five years", said
Peter J. Boni, President and CEO of Safeguard Scientifics. "As a result
of the Clarient transaction, Safeguard has substantial cash on our
balance sheet which improves our debt-to-equity ratio to 1-to-3. We plan
to use that cash to redeploy capital into new, high-growth, high-value
opportunities, our current partner companies, as well as other
opportunities to expand the Safeguard platform and drive value for our
shareholders. As a result of our momentum, Safeguard continues to be
regarded as an innovator in the development of life sciences and
technology businesses, a catalyst for value creation and a preferred
source of capital for entrepreneurs".
Clarient was founded in 1996 to develop and manufacture digital
microscopes to analyze tissue and blood samples, aiding in the diagnoses
of diseases and medical conditions. Beginning in late 2004, under the
leadership of new CEO Ron Andrews and with direction from Safeguard's
current management team, Clarient changed its focus from equipment sales
to cancer diagnostic services. By 2010, the repositioning resulted in a
tenfold increase in Clarient revenues and a $476 million increase - or
5x - in market capitalization, based on the acquisition price.
"Clarient's growth over the past five years illustrates the power of
Safeguard's platform to provide capital as well as strategic and
operational support to its partner companies. This philosophy is the
foundation from which we create and build value for both our partner
companies and our shareholders", said James A. Datin, EVP and Managing
Director of the Life Sciences Group at Safeguard, and Chairman of the
Board at Clarient.
Throughout Clarient's transformation, Safeguard worked actively to
support Clarient's growth with initial and follow-on rounds of equity
capital, mezzanine debt facilities, line of credit guarantees, executive
management recruitment, sales and marketing expansion, facilities
project management, strategic communications and partnerships.
In addition, Safeguard facilitated a private placement of $40 million in
Clarient convertible preferred stock by Oak Investment Partners in early
2009. The transaction allowed Clarient to retire all of its outstanding
debt except for receivable financing, reduce annual interest expense and
fees, add working capital to drive growth, and propel the company toward
net income. The effect of the private placement, combined with a
subsequent public sale of a portion of Safeguard's holdings in Clarient
for net proceeds of $61.3 million, reduced Safeguard's stake in Clarient
to approximately 28% of outstanding shares on an as-converted basis,
down from 60% at year-end 2008. "Partnering with the Safeguard team
helped Clarient accelerate its growth, maintain a clear strategic vision
and operating focus, and ultimately realize the value we created
together", concluded Ron Andrews, CEO and Vice Chairman of Clarient.
About Safeguard Scientifics
Founded in 1953 and based in Wayne, PA, Safeguard Scientifics, Inc.
(NYSE: SFE) provides growth capital for entrepreneurial and innovative
life sciences and technology companies. Safeguard targets life sciences
companies in Molecular and Point-of-Care Diagnostics, Medical Devices,
Regenerative Medicine and Specialty Pharmaceuticals, and technology
companies in Internet / New Media, Financial Services IT and Healthcare
IT with capital requirements of up to $25 million. Safeguard
participates in expansion financings, corporate spin-outs, management
buyouts, recapitalizations, industry consolidations and early-stage
financings. For more information, please visit our website at
www.safeguard.com
,
our blog at blog.safeguard.com or you can follow us on Twitter
@Safeguard.
Forward-looking Statements
Except for the historical information and discussions contained
herein, statements contained in this release may constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Our forward-looking statements
are subject to risks and uncertainties. The risks and uncertainties that
could cause actual results to differ materially, include, among others,
managing rapidly changing technologies, limited access to capital,
competition, the ability to attract and retain qualified employees, the
ability to execute our strategy, the uncertainty of the future
performance of our companies, acquisitions and dispositions of
companies, the inability to manage growth, compliance with government
regulations and legal liabilities, additional financing requirements,
the effect of economic conditions in the business sectors in which our
companies operate, and other uncertainties described in the Company's
filings with the Securities and Exchange Commission. Many of these
factors are beyond our ability to predict or control. In addition, as a
result of these and other factors, our past financial performance should
not be relied on as an indication of future performance. The Company
does not assume any obligation to update any forward-looking statements
or other information contained in this news release.
CONTACT:
Safeguard Scientifics, Inc.
John E. Shave, 610-975-4952
Vice
President, Business Development and Corporate Communications

text: Clarient

text: GE Healthcare

text: GE Healthcare

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: GE Healthcare

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Peter J. Boni

text: Clarient

text: Clarient

text: Ron Andrews

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Clarient

text: Ron Andrews

text: Clarient


text:
EX-99.1
5
f8k101618_ex99z1.htm
EXHIBIT 99.1 PRESS RELEASE
Exhibit 99.1 Press Release
TR
x
ADE GROUP, INC.
Announces Acquisition of Independent Specialty Pharmacy
TAMPA, FL - (October 16
th
, 2018) -
Trxade Group, Inc., (
OTCQB: TRXD
) a web-based pharmaceutical sourcing and purchasing platform with 9,300 registered independent pharmacy customers that procure over $100M in drug and product purchases annually,
today announced the
acquisition of Retail Specialty Pharmacy, an Independent Pharmacy.
This acquisition of Retail Specialty Pharmacy expands Trxade group into the "B-to-C" consumer market of direct purchasing, mail order and physical delivery to consumers. Trxade will improve the efficiency of selling and buying, as well as customer experience, by integrating e-commerce, brick and mortar retail, and logistics. We began the transformation from a pure " B-to-B" business model to a comprehensive New "full service" retail platform. By integrating our offline pharmacy network and new online retail pharmacy, this model allows Trxade to collect and analyze data across the US from a large number of transactions, which we can use to continuously increase the efficiency of our smart supply chain including drug pricing, product shortages and pharmacist profitability.
The acquisition will initially add approximately $2.5 million in annualized revenues and will be immediately accretive to Trxade's Adjusted EBITDA per share but furthermore positions the company for more aggressive operation and financial growth throughout the US with the goal of 50 state licenses for mail drug delivery. Trxade can provide consumers with pharmaceutical services, making both Prescription drugs and Over the counter (OTC) drugs accessible in a time- efficient and cost-effective manner.
" Retail Pharmacy Acquisition broadens our product portfolio, adds an established sales channel for Trxade direct to consumer solutions and drive sales of Trxade in the United States", said Suren Ajjarapu, chairman and CEO of Trxade Group. "Moreover, the transaction takes Trxade to over a $5 million annualized revenue run rate", he added. "As this transaction demonstrates, our acquisition pipeline is robust, and we are actively pursuing additional opportunities".
"We are thrilled to welcome Retail Pharmacy, its innovative technology, and loyal customers to Trxade", said Shawn Patel Rph, President of Pharmacy Solutions at Trxade. "Combined with the Trxade supply chain platform, we look forward to expanding online pharmacy solutions and delivering additional value to our existing customers".
About Trxade Group, Inc.
Headquartered in Tampa, Florida, Trxade Group, Inc. (OTCQB: TRXD) is a web-based market platform that enables trade among healthcare buyers and sellers of pharmaceuticals, accessories and services. Founded in 2010, Trxade Group currently operates the trading platform with 9,300 registered members. For additional information please visit us at
http://www.trxadegroup.com
.
http://www.trxade.com
Forward-Looking Statements
The information contained herein includes forward-looking statements. These statements relate to future events or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. Except as may be required by applicable law, we assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. The company undertakes no duty to update forward-looking statements.
Investor Relations Contact:
Christi Justi
800-261-0281
cjusti@trxade.com

text:
TR
x
ADE GROUP, INC.

text: Trxade Group, Inc.

text: Retail Specialty Pharmacy

text: Retail Specialty Pharmacy

text: Trxade group

text: Trxade

text: Trxade

text: Trxade

text: Trxade

text: Retail Pharmacy

text: Trxade

text: Trxade

text: Suren Ajjarapu

text: Trxade Group

text: Trxade

text: Retail Pharmacy

text: Trxade

text: Shawn Patel Rph

text: Trxade

text: Trxade

text: Trxade Group, Inc.

text: Trxade Group, Inc.

text: Trxade Group


text:
EX-99.01
7
ex99-01.htm
Exhibit
99.01
Generation
Alpha Launches into the Legal U.S. Medical Cannabis Industry with the Purchase of an Arizona Property to be Used as a Cultivation
and Processing Facility
CARSON,
CA - GlobeNewswire - April 8, 2019
- Generation Alpha, Inc. (OTCQB:
GNAL
) ("Generation Alpha"
or the "Company"), a vertically integrated cannabis technology innovator, manufacturer and distributor, announces
the closing of a significant transaction for the Company with the purchase of an approximately 46,000 sq. ft. facility in Phoenix,
Arizona. This facility comes with an already- approved Special Use Permit (SUP) for the cultivation and processing of medical
cannabis in the State of Arizona and is ideally located less than 10 miles from Phoenix's Sky Harbor International Airport.
In
2018, Generation Alpha acquired an Arizona-based company to provide turn-key services for the management, administration and operation
of a medical marijuana cultivation and processing facility, on behalf of an entity duly authorized and licensed by the Arizona
Department of Health Services. After terminating, earlier this year, the commercial lease for another property in Arizona, which
the Company intended to serve as its cultivation and extraction facility, the Company decided to purchase this facility for $3.5
million, which will allow for future improvements to flow directly through to the Company's balance sheet.
Alan
Lien, Generation Alpha's Chief Executive Officer, commented;
"This
is an incredible deal for Generation Alpha. This facility, which has been locally permitted for medical cannabis cultivation and
processing, will allow us to fast track operations in Arizona - an area we believe is one of the key growth markets in the
U.S. medical cannabis sector. We remain steadfastly committed to our Solis Tek lighting division, but this purchase will make
Arizona the first of hopefully many medical cannabis divisions for us in the U.S".
About
Generation Alpha, Inc.
Generation
Alpha, Inc. focuses on bringing products and solutions to commercial cannabis growers in both the medical and recreational space
in legal markets across the U.S. For nearly a decade, growers have used Generation Alpha's lighting solutions to increase
yield, lower costs and grow better to maximize their return on investment. Generation Alpha's customers include retail stores,
distributors, ecommerce, and commercial growers. In 2018, the Company began the process of expanding into the "touch-the-plant"
side of the cannabis business. For more information, please visit our website,
www.genalphainc.com
Safe
Harbor Statement
This
press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. These forward-looking statements are based on the current plans and expectations of
management and are subject to a number of uncertainties and risks that could significantly affect Generation Alpha's current
plans and expectations, as well as future results of operations and financial condition. Generation Alpha undertakes no obligation
to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Investor
Contact:
Generation
Alpha, Inc.
Investor
Relations
(888)
998-8881
ir@genalphainc.com

text:
Generation
Alpha

text: Generation Alpha, Inc.

text: Generation Alpha

text: Generation Alpha

text: Generation Alpha

text: Generation Alpha

text: Generation Alpha, Inc.

text:
Generation
Alpha, Inc.

text: Generation Alpha

text: Generation Alpha

text: Generation Alpha

text: Generation Alpha

text:
Generation
Alpha, Inc.


text:
EX-99.1
3
tv506403_ex99-1.htm
EXHIBIT 99.1
EXHIBIT 99.1 - PRESS RELEASE
UNIPROP MANUFACTURED HOUSING COMMUNITIES
INCOME FUND II ANNOUNCES FORMAL DISSOLUTION
BIRMINGHAM, Mich., November
8, 2018
- Uniprop Manufactured Housing Communities Income Fund II (the "Partnership") announced
that, pursuant to its plan of dissolution (the "Plan of Dissolution"), agreement of limited partnership
(the "Partnership Agreement"), and applicable law, it filed a certificate of cancellation (the
"Certificate of Cancellation") with the State of Michigan, effective November 7, 2018, in light of the conclusion
of its sale of its final property, West Valley, and the subsequent "true up" period in connection with the
sale.
The filing of the Certificate of
Cancellation marks the official date of dissolution of the Partnership (the "Dissolution Date"), which is the
record date for all liquidating distributions of the Partnership in connection with the winding up of its affairs by the
general partner (the "General Partner") of the Partnership. The Partnership has announced that, other than as
contemplated above, no further ordinary or quarterly distributions are to occur.
"We are pleased to announce that West
Valley, the last property of Uniprop Manufactured Housing Communities Income Fund II, was sold, and that the Partnership is now
dissolved and winding up its affairs", said Roger Zlotoff, the President and Chief Executive Officer of the Managing General
Partner of the General Partner of the Partnership.
About Uniprop
Uniprop was founded in Birmingham, Michigan
in 1974 as a diversified real estate equity investment firm. Initial equity capital was provided by individual "qualified
investors." The firm's first investments were in office buildings, manufactured home communities, and other income
producing properties.
Forward-Looking Statements
This news release contains comments or information
that constitute forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995) that are
based on current expectations that involve a number of risks and uncertainties. Actual results may differ materially from the results
expressed in forward-looking statements. Factors that might cause such a difference include: changes in interest rates and interest
rate relationships; demand for products and services; the degree of competition by traditional and nontraditional competitors;
changes in tax laws; changes in prices, levies, and assessments; the impact of technological advances; governmental and regulatory
policy changes; the outcomes of contingencies; trends in customer behavior; changes in local real estate values; changes in the
national and local economies; and other factors, including risk factors, disclosed from time to time in filings made by Uniprop
with the Securities and Exchange Commission. Uniprop undertakes no obligation to update or clarify forward-looking statements,
whether as a result of new information, future events, or otherwise.
FOR FURTHER INFORMATION
:
For any questions, please call 1-877-231-3140
or visit our web-site at www.Uniprop.com.


text:
EX-99.1
3
v208170_ex99-1.htm
China
Shen Zhou Acquired 55% of the Xinyi Fluorite Company
Ltd.
in Anhui Province
9:04a ET
January 13, 2011 (PR NewsWire)
China
Shen Zhou Mining & Resources, Inc. ("China Shen Zhou", or the "Company")
(NYSE Amex: SHZ), a company engaged in the exploration, development, mining and
processing of fluorite, zinc, lead, copper, and other nonferrous metals in
China, today announced that its subsidiary Xingzhen Mining Ltd. ("Xingzhen") has
signed an equity transfer agreement with the shareholders of Xinyi Fluorite
Company Ltd. ("Xinyi"), which is based in Jingde County, Anhui Province.
Pursuant to the agreement, Xingzhen has agreed to pay RMB 65 million
(approximately US$ 9.85 million) to acquire a 55% equity position in Xinyi.
Payment under the agreement consists of RMB 50 million (approximately US$ 7.58
million) in China Shen Zhou's common shares and RMB 15 million (approximately
US$ 2.27 million) in cash.
Under the
agreement, Xingzhen, together with two individual investors also agreed to pay
an additional RMB 28 million (approximately US$ 4.24 million) to Xinyi including
RMB 20 million (US$ 3.03 million) for the renovation of Xinyi's mining
facilities.
This
acquisition was made to further develop China Shen Zhou's fluorite resources for
the production of value-added fluorine chemicals - one of its core businesses.
As such, Xinyi's three primary assets are interests in flourite mines in Anhui
Province as follows: 1) the mining permit to the Xinyi Qingzheng Fluorite Mine
No.1, 2) the mining permit for the Guangrong Fluorite Mine, and 3) the mining
rights and assets of the Sanxi Old Town flotation plant.
The
management of China Shen Zhou Mining hope that the new entity could produce
approximately 35,000 metric tons of fluorite powder to generate about $10
million in revenue and between $5 million to $6 million of net income in
2011.Then the fluorite powder production of Xinyi is expected to increase by
about 70% to 60,000 metric tons next year.
Ms.
Xiaojing Yu, Chief Executive Officer of China Shen Zhou, commented, "this
acquisition is very favorable as the resources are readily available and the
mine has an excellent operating track record since 2003 of extracting high-grade
fluorite."
"This is
our first fluorite transaction to take advantage of the government's policy to
encourage consolidation of smaller fluorite operations. We believe that by
possessing the largest fluorite mine in northern China, we are attracting
increasing interest from smaller, regional firms where we can leverage our
sales, production, and our marketing network. This is our first venture outside
our Mongolian fluorite base and being located in Anhui Province also provides
access to much lower-cost processing. Our combined stock and cash offer created
the incentive for the owners of Xinyi to enter into the transaction and it shows
their confidence in our future", Ms. Yu concluded.
About
China Shen Zhou Mining & Resources, Inc.
China
Shen Zhou Mining & Resources, Inc., through its subsidiaries, is engaged in
the exploration, development, mining, and processing of fluorite and nonferrous
metals such as zinc, lead and copper in China. The Company has the following
principal areas of interest in China: (a) fluorite extraction and processing in
the Sumochaganaobao region of Inner Mongolia; (b) zinc/copper/lead exploration,
mining and processing in Wulatehouqi of Inner Mongolia; and (3) zinc/copper
exploration, mining and processing in Xinjiang. For more information, please
visit http://www.chinaszmg.com/
Safe
Harbor Statement
Certain
of the statements made in the press release constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These statements can be identified by the use of forward-looking
terminology such as "believe", "expect", "may", "will", "should", "project,"
"plan", "seek", "intend", or "anticipate" or the negative thereof or comparable
terminology. Such statements typically involve risks and uncertainties and may
include financial projections or information regarding our future plans,
objectives or performance. Actual results could differ materially from the
expectations reflected in such forward-looking statements as a result of a
variety of factors, including the risks associated with the effect of changing
economic conditions in the People's Republic of China, variations in cash flow,
fluctuation in mineral prices, risks associated with exploration and mining
operations, and the potential of securing additional mineral resources, and
other risk factors detailed in reports filed with the Securities and Exchange
Commission from time to time.
For more
information, please contact:
Kevin
Theiss
Investor
Relations
Grayling
Tel:
+1-646-284-9409
kevin.theiss@grayling.com
min.liu@grayling.com

text: Shen Zhou

text:
Xinyi Fluorite Company
Ltd

text: Shen Zhou Mining & Resources, Inc.

text: Shen Zhou

text: Xingzhen

text: Xingzhen

text:
Xinyi Fluorite
Company Ltd.

text: Xinyi

text: Xingzhen

text: Xinyi

text: Shen Zhou

text: Xingzhen

text: Xinyi

text: Xinyi

text: Shen Zhou

text: Xinyi

text: Xinyi

text: Xinyi

text: Xiaojing Yu

text: Shen Zhou

text: Xinyi

text: Shen Zhou Mining & Resources, Inc.

text: Shen Zhou Mining & Resources, Inc.


text:
EX-99.2
6
a05-17093_1ex99d2.htm
EX-99.2
Exhibit 99.2
News Announcement
CONTACT:
William
J. Clifford
Joseph
N. Jaffoni, Richard Land
Chief
Financial Officer
Jaffoni &
Collins Incorporated
610/373-2400
212/835-8500
or penn@jcir.com
FOR IMMEDIATE RELEASE
PENN
NATIONAL GAMING SECURES ILLINOIS GAMING BOARD APPROVAL TO
PROCEED WITH PROPOSED ACQUISITION OF ARGOSY GAMING COMPANY
Wyomissing, PA (September 29,
2005) - Penn National Gaming, Inc. (PENN: Nasdaq) ("Penn") announced that
the Illinois Gaming Board (IGB) voted today to approve Penn National's proposed
acquisition of Argosy Gaming Company (AGY: NYSE). Earlier this week, Penn National reported
that it had informed the IGB that it will divest both of Argosy Gaming Company's
Illinois properties. As a condition to
the Illinois Gaming Board's consent to proceed with the transaction, Penn
National must enter into an agreement to sell the Argosy Casino-Alton in Alton,
Illinois and the Empress Casino Joliet in Joliet, Illinois within fifteen
months of completing its acquisition of Argosy Gaming Company.
The Illinois Gaming Board
approval was the only remaining regulatory approval required to complete the
proposed Argosy Gaming Company transaction and Penn National now anticipates
closing the acquisition on October 3.
About Penn National
Gaming
Penn National Gaming owns
and operates casino and horse racing facilities with a focus on slot machine
entertainment. Penn presently owns
eleven facilities in nine jurisdictions including West Virginia, Illinois, Louisiana,
Mississippi, Pennsylvania, New Jersey, Colorado, Maine and Ontario. In aggregate, Penn's facilities feature
nearly 14,000 slot machines, 260 table games, 1,286 hotel rooms and
approximately 417,000 square feet of gaming floor space. As announced last month, the Company's Casino
Magic - Bay St. Louis, in Bay St. Louis, Mississippi and the Boomtown Biloxi
casino in Biloxi, Mississippi remain closed following extensive damage incurred
as a result of Hurricane Katrina. For
more information about Penn National, visit http://www.pngaming.com.
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Actual results may vary materially from
expectations. Penn describes certain of
these risks and uncertainties in its filings with the Securities and Exchange
Commission, including its Annual Report on Form 10-K for the year ended December 31,
2004. Meaningful factors which could
cause actual results to differ from expectations described in this press
release include, but are not limited to, risks related to the following: the
passage of state, federal or local legislation that would expand, restrict,
further tax or prevent gaming operations in the jurisdictions in which we do
business; delays in obtaining regulatory approvals required to complete, or
other delays in completing, the proposed acquisition of Argosy; our ability to
successfully complete the tender offers and consent solicitations; our ability
to complete the proposed acquisition of Argosy and to successfully integrate
its operations; our ability to maintain regulatory approvals for our existing
businesses and to receive regulatory approvals for our new businesses
(including without limitation the issuance of final operators' licenses in
Maine and Pennsylvania). Furthermore,
Penn does not intend to update publicly any forward-looking statements except
as required by law. The cautionary
advice in this paragraph is permitted by the Private Securities Litigation
Reform Act of 1995.
# # #

text: Richard Land

text:
PENN
NATIONAL GAMING

text: ARGOSY GAMING COMPANY

text: Penn National Gaming, Inc.

text: Argosy Gaming Company

text: Argosy Gaming Company

text: Argosy Gaming Company

text: Argosy Gaming Company

text:
Penn National
Gaming

text: Penn National Gaming


text:
EX-99.1
2
zaza-20121227ex991a5fd42.htm
EX-99.1
EX-99.1 Vermillion Close Release FINAL
ZaZa Energy Corporation
1301 McKinney Street
Suite 3000
Houston, TX 77010
NEWS RELEASE
NEWS RELEASE
ZAZA ENERGY CORPORATION COMPLETES THE SALE
OF ITS FRENCH ASSETS TO VERMILION ENERGY
HOUSTON, TX (December 27, 2012) - ZaZa Energy Corporation (NASDAQ: ZAZA) today disclosed that it completed the sale of its French assets, comprising 100% of the shares of ZaZa Energy France SAS ("ZEF"), to Vermilion REP SAS, a wholly-owned subsidiary of Vermilion Energy Inc., for a gross purchase price of $85.8 million.
Taking into consideration customary closing adjustments and contractually obligated asset integrity and G&A contributions, the net purchase price paid to ZaZa was ~US$76 million. Resulting acquisition metrics reflect a cash valuation of ~US$90,000 per Bbl/d and ~US$13.64 per boe of proved reserves.
ZaZa applied half of the net proceeds from the disposition to pay down a substantial part of its remaining senior secured notes. As part of the Paris Basin Purchase and Sale Agreement signed with Hess in July 2012, $15.0 million of the proceeds will be held in escrow until title to all Paris Basin exploration permits have been successfully transferred to Hess. The title transfer process is underway and is expected to be completed in 2013. The remaining proceeds will be used to fund ZaZa's development program.
Commenting on today's announcement, Todd A. Brooks, CEO of ZaZa Energy Corporation stated, "With a portion of the cash received from this disposition, we have now paid down over two-thirds of our senior secured debt in less than a year. In addition to dramatically reducing the company's leverage, ZaZa is now better capitalized to continue developing its core Eaglebine and Eagle Ford resource plays. This divestiture is consistent with our stated strategy and provides ZaZa with additional working capital and greater financial flexibility moving forward. We look forward to a successful 2013, the first quarter of which will most certainly be dynamic, as we expect to see the initial results from our aggressive development plan".
About ZaZa Energy Corporation
Headquartered in Houston, Texas, with offices in Corpus Christi, Texas and Paris, France, ZaZa Energy Corporation is a publicly-traded exploration and production company with primary assets in the Eagle Ford and Eaglebine resource plays in Texas. More information about the Company may be found at www.zazaenergy.com.
Safe Harbor Statement
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements can be identified by words such as "anticipates", "intends", "plans", "seeks", "believes", "estimates", "expects", "forecasts" and similar references to future periods. These statements include, but are not limited to, statements about ZaZa's ability to execute on exploration, production and development plans, estimates of reserves, estimates of production, future commodity prices, exchange rates, interest rates, geological and political risks, drilling risks, product demand, transportation restrictions, actual recoveries of insurance proceeds, the ability of ZaZa to obtain additional capital, and other risks and uncertainties described in the Company's filings with the Securities and Exchange Commission. While forward-looking statements are based on our assumptions and analyses that we believe to be reasonable under the circumstances, whether actual results and developments will meet our expectations and predictions depend on a number of risks and uncertainties that could cause our actual results, performance and financial condition to differ materially from our expectations. See "Risk Factors" in our 2011 Form 10-K filed with the Securities and Exchange Commission for a discussion of risk factors that affect our business. Any forward-looking statement made by us in this news release speaks only as of the date on which it is made. Factors or events that
713-595-1900 (Office) 713-595-1919 (Fax)www.zazaenergy.com
Page | 2
could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future development, or otherwise, except as may be required by law.
# # #
JMR Worldwide
Jay Morakis, Partner
+1 212-786-6037
jmorakis@jmrww.com

text: ZaZa Energy Corporation

text: ZAZA ENERGY CORPORATION

text: FRENCH ASSETS

text: ZaZa Energy Corporation

text: French assets

text: ZaZa Energy France SAS

text: Vermilion REP SAS

text: Todd A. Brooks

text: ZaZa Energy Corporation

text: ZaZa Energy Corporation

text: ZaZa Energy Corporation

text: Jay Morakis


text:
EX-99.1
5
ex-99_1.htm
EXHIBIT 99.1
Exhibit 99.1
06-16
For
further information:
Media:
John P. Barnett, Director of External Affairs
713-989-7556
Investors:
John F. Walsh, Director of Investor Relations
800-321-7423
SOUTHERN
UNION COMPLETES $1.15 BILLION SALES OF PG ENERGY AND RHODE ISLAND ASSETS OF
NEW
ENGLAND GAS COMPANY
HOUSTON,
August 25, 2006 - Southern Union Company (NYSE:SUG) today announced it has
completed the previously announced sales of the assets of its PG Energy natural
gas distribution division in Pennsylvania and the Rhode Island assets of New
England Gas Company.
Southern
Union sold the PG Energy assets to UGI Corporation (NYSE:UGI) for $580 million
and the Rhode Island assets of New England Gas Company to National Grid USA
(NYSE:NGG) for $575 million less assumed debt of $77 million.
"The
sales of PG Energy and the Rhode Island assets of New England Gas further
demonstrate our strategy of repositioning our portfolio to focus on assets
that
will provide long-term growth opportunities for the company and its
shareholders", said George L. Lindemann, Southern Union's chairman, president
and CEO.
"We're
proud to have brought these two complex transactions, totaling more than $1
billion in proceeds, to a simultaneous close within the time period to effect
a
like-kind exchange", added Senior Executive Vice President Eric D.
Herschmann.
Southern
Union retains and continues to operate New England Gas Company's North Attleboro
and Fall River, Mass., operations serving approximately 50,000 customers.
Proceeds
from the sales will be used to retire a portion of the bridge facility used
to
finance the March 1 acquisition of the former Sid Richardson Energy Services,
now known as Southern Union Gas Services.
About
Southern Union Company
Southern
Union Company, headquartered in Houston, is one of the nation's leading
diversified natural gas companies, engaged primarily in the transportation,
storage, gathering, processing and distribution of natural gas. The company
owns
and operates the nation's second largest natural gas pipeline system with more
than 22,000 miles of gathering and transportation pipelines and North America's
largest liquefied natural gas import terminal.
Through
Panhandle Energy, Southern Union's interstate pipeline interests operate
approximately 18,000 miles of interstate pipelines that transport natural gas
from the San Juan, Anadarko and Permian Basins, the Rockies, the Gulf of Mexico,
Mobile Bay, South Texas and the Panhandle regions of Texas and Oklahoma to
major
markets in the Southeast, West, Midwest and Great Lakes region.
Southern
Union Gas Services, with approximately 4,800 miles of pipelines, is engaged
in
the gathering, transmission, treating, processing and redelivery of natural
gas
and natural gas liquids in Texas and New Mexico.
Through
its local distribution companies, Missouri Gas Energy and New England Gas
Company, Southern Union also serves more than half a million natural gas
end-user customers in Missouri and Massachusetts.
For
further information, visit www.sug.com.
Forward-Looking
Information
:
This
news
release includes forward-looking statements. Although Southern Union believes
that its expectations are based on reasonable assumptions, it can give no
assurance that such assumptions will materialize. Important factors that could
cause actual results to differ materially from those in the forward-looking
statements herein are enumerated in Southern Union's Forms 10-K and 10-Q as
filed with the Securities and Exchange Commission. The company assumes no
obligation to publicly update or revise any forward-looking statements made
herein or any other forward-looking statements made by the company, whether
as a
result of new information, future events, or otherwise.
#
#
#

text: John P. Barnett

text: John F. Walsh

text:
SOUTHERN
UNION

text: Southern Union Company

text:
Southern
Union

text: UGI Corporation

text: National Grid USA

text: Southern Union

text:
Southern
Union

text: Southern Union

text: Southern Union Company

text:
Southern
Union Company

text: Southern Union

text:
Southern
Union

text: Southern Union

text: Southern Union

text: Southern Union


text:
EX-99.1
2
v383693_ex99-1.htm
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
RCS Capital Corporation Completes Acquisition
of Investors Capital
Adds 450 Registered Representatives
to RCS Capital's Leading Retail Investment Advice Platform
Second Largest Network of Independent
Financial Advisors in America
NEW YORK, NY, July 11, 2014 - RCS Capital
Corporation
("RCAP") (NYSE: RCAP), announced today that it has closed its previously announced acquisition
of Investors Capital Holdings, Ltd. ("ICH") (NYSE MKT: ICH), an independent broker-dealer headquartered in Lynnfield,
Massachusetts.
ICH is a financial services holding company
that operates primarily through its wholly-owned broker-dealer and registered investment advisor subsidiary, Investors Capital
Corporation. With approximately 450 registered representatives in over 350 branches nationwide, ICH provides independent broker-dealer
services and investment advisory services. ICH will continue to operate under its existing management team and brands as part of
the RCAP retail advice platform.
"We are pleased to add another leading
brand within the independent financial advisory industry to the RCAP family of companies", said Michael Weil, President of
RCAP. "With this acquisition, we further expand our footprint and increase the scope and scale of RCAP's integrated
retail investor brokerage and advisory services businesses. ICH's independent broker-dealer and investment advisory services
are complementary to our existing platform, and we very much look forward to providing additional value-added products and services
to all of our retail clients".
Tim Murphy, President and Chief Executive
Officer of ICH, added, "We are delighted to be joining the RCAP team and are excited by the opportunity to provide our customers
with an expanded and fully integrated suite of high-quality services. As a member of RCAP's family, we will be even better
positioned to provide premier services and support to our valued registered representatives".
About RCAP
RCAP is an investment firm expressly focused
on the retail investor. RCAP is engaged in the wholesale distribution, investment banking and capital markets businesses, and
a research business focused on alternative investments. Following the closing of recent acquisitions of independent broker-dealers
and an investment manager, RCAP is also engaged in the independent retail advice and investment management businesses. RCAP's
business is designed to capitalize, support, grow and manage direct investment and alternative investment programs, and to serve
independent financial advisors and their clients. Additional information about RCAP can be found on its website at
www.rcscapital.com
.
RCAP may disseminate information about itself, including the results of its operations and financial information, via social media
platforms such as Facebook, LinkedIn and Twitter.
Important Notice
The statement in this press release include
statements regarding the intent, belief or current expectations of RCAP and members of our management team, as well as the assumptions
on which such statements are based, and generally are identified by the use of words such as "may", "will,"
"seeks", "anticipates", "believes", "estimates", "expects", "plans,"
"intends", "should", "look forward" or similar expressions. Actual results may differ materially
from those contemplated by such forward-looking statements due to certain factors, including our ability to consummate our pending
acquisitions of businesses other than Cetera. Additional factors that may affect future results are contained in RCAP's filings
with the SEC, which are available at the SEC's website at
www.sec.gov
. Further, forward-looking
statements speak only as of the date they are made, and we undertake no obligation to update or revise forward-looking statements
to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless
required by law.
Investor Inquiries:
Anthony J. DeFazio
SVP of Public Relations
DDCworks
tdefazio@ddcworks.com
(484) 342-3600
Andrew G. Backman
Managing Director
Investor Relations and Public Relations
RCS Capital Corporation
ABackman@rcscapital.com
(917) 475-2135
Brian D. Jones
Chief Financial Officer
RCS Capital Corporation
BJones@rcscapital.com
(866) 904-2988

text: RCS Capital Corporation

text: Investors Capital

text:
RCS Capital
Corporation

text: RCAP

text: RCAP

text: Investors Capital Holdings, Ltd.

text: Investors Capital

text: RCAP

text: RCAP

text: Michael Weil

text: RCAP

text: RCAP

text: Tim Murphy

text: RCAP

text: RCAP

text: RCAP

text: RCAP

text: RCAP

text: RCAP

text: RCAP

text: RCAP

text: RCAP

text: RCAP

text: RCAP

text: Andrew G. Backman

text: RCS Capital Corporation

text: Brian D. Jones

text: RCS Capital Corporation


text:
EX-99.1
4
v421384_ex99-1.htm
EXHIBIT 99.1
Exhibit
99.1
For Immediate Release
COX AUTOMOTIVE OPENING NEW DOORS TO CLIENTS,
TEAM MEMBERS AND AUTO INDUSTRY
WITH COMPLETION OF ACQUISITION OF DEALERTRACK
Strengthens pro-industry organization offering comprehensive,
open-choice solutions that drive efficiency and deliver greater value to consumers, dealers, lenders and manufacturers
ATLANTA, GA and LAKE SUCCESS, NY - October 1,
2015 -
Cox Automotive,
TM
Inc., a leading provider of digital marketing, wholesale and e-commerce
solutions across the automotive industry, announced it has completed its acquisition of Dealertrack® Technologies, Inc.
(NASDAQ: TRAK), a leader in software solutions and services for automotive retailers. Under the terms of the deal, Cox
Automotive acquired Dealertrack in an all-cash tender offer to purchase all of the outstanding shares of Dealertrack. The
transaction is valued at approximately $4 billion, or $63.25 per share of Dealertrack common stock. As of today, the common
stock of Dealertrack will cease trading and will no longer be listed on the NASDAQ Global Market.
Together, Cox Automotive and Dealertrack will have even broader
capabilities for helping customers navigate a rapidly changing automotive marketplace and grow their business across the value
chain. The combined companies will provide comprehensive, open-choice solutions that drive efficiency and deliver greater value
to consumers, dealers, lenders, manufacturers and the overall automotive industry.
"The team members from Dealertrack have built an outstanding
company and I am excited to welcome them to the Cox family. This combination will truly open new doors for our clients, team members
and the industry as we drive even greater innovation and provide even better solutions to our clients", said Sandy Schwartz,
President of Cox Automotive. "Our goal is a seamless transition, and over the coming months our integration teams will work
to capture the best of both organizations. Starting today, we are moving forward as one organization that is passionately pro-industry,
committed to open choice and dedicated to strong partnerships".
"This combination brings together some of the best people
in the industry with strong common values", said Mark O'Neil, Chairman and Chief Executive Officer of Dealertrack.
"I want to extend my appreciation to all of our Dealertrack team members for the foundation they have built, and thank my
new Cox Automotive colleagues for the warm welcome as we join our new family. Working together, we will fully unlock the potential
of our combined brands and teams to serve our clients".
BDT & Company and Citigroup Global Markets served as financial
advisors, and Wachtell, Lipton, Rosen & Katz served as legal counsel to Cox Automotive. Evercore acted as financial advisor
and O'Melveny & Myers LLP served as legal advisor to Dealertrack.
About Cox Automotive
Cox Automotive, Inc. is transforming the way the world buys,
sells and owns cars with industry-leading digital marketing, software, financial, wholesale and e-commerce solutions for consumers,
dealers, manufacturers and the overall automotive ecosystem worldwide. Committed to open choice and dedicated to strong partnerships, the
Cox Automotive family includes Manheim®, Autotrader®, Kelley Blue Book®, Dealertrack®, vAuto®, Xtime®,
NextGear Capital® and a host of other brands. The global company has nearly 30,000 team members in more than 200
locations and is partner to more than 40,000 auto dealers, as well as most major automobile manufacturers, while engaging U.S.
consumer car buyers with the most recognized media brands in the industry. Cox Automotive is a subsidiary of Cox Enterprises,
Inc., an Atlanta-based company with revenues of more than $17 billion and approximately 50,000 employees. Cox Enterprises'
other major operating subsidiaries include Cox Communications and Cox Media Group. For more information about Cox Automotive,
visit
www.coxautoinc.com
.
About Dealertrack (www.Dealertrack.com)
Dealertrack, headquartered in Lake Success, N.Y., delivers integrated
digital solutions designed to enhance the efficiency and profitability for all major segments of the automotive retail industry,
including dealers, lenders, vehicle manufacturers, third-party retailers, agents and aftermarket providers. From bridging the gap
between the online and in-store experience to developing industry leading innovations, Dealertrack is transforming automotive retailing
through its comprehensive award-winning solution set, including Dealer Management System (DMS), Fixed Operations, Sales and F&I,
Digital Marketing, CRM and Registration and Titling solutions.
Cox Automotive
David Doolittle
404-337-5990 or 404-568-7455
David.Doolittle@coxautoinc.com
Dealertrack Technologies
Investor Relations
Eric Jacobs 888-450-0478
Investorrelations@Dealertrack.com
or
Media Relations
Alison von Puschendorf, 877-327-8422
Alison.vonpuschendorf@Dealertrack.com

text: COX AUTOMOTIVE

text: DEALERTRACK

text:
Cox Automotive,
TM
Inc.

text: Dealertrack® Technologies, Inc.

text:
Cox
Automotive

text: Dealertrack

text: Dealertrack

text: Dealertrack

text: Dealertrack

text: Cox Automotive

text: Dealertrack

text: Dealertrack

text: Sandy Schwartz

text: Cox Automotive

text: Dealertrack

text: Dealertrack

text: Cox Automotive

text: BDT & Company

text: Citigroup Global Markets

text: Wachtell, Lipton, Rosen & Katz

text: Cox Automotive

text: Evercore

text: O'Melveny & Myers LLP

text: Dealertrack

text: Cox Automotive

text: Cox Automotive

text: Cox Automotive

text: Dealertrack

text: Cox Automotive

text: Cox Automotive

text: Dealertrack

text: Dealertrack

text: Dealertrack

text: Cox Automotive


text:
EX-99
3
ex99-1.htm
EXHIBIT 99.1
ex99-1.htm
Exhibit 99.1
NEWS RELEASE
27680 Franklin Road Southfield, Michigan 48034
FOR IMMEDIATE RELEASE
Diversified Restaurant Holdings Closes Acquisition of
Three Florida Buffalo Wild Wings
®
Restaurants
Establishes Market Leadership Position in Western Florida
SOUTHFIELD, Michigan, July 1, 2014 -- Diversified Restaurant Holdings, Inc. (NASDAQ: BAGR) ("DRH" or the "Company"), the creator, developer and operator of the unique, full-service, ultra-casual restaurant and bar Bagger Dave's Burger Tavern
®
("Bagger Dave's") and one of the largest franchisees for Buffalo Wild Wings
®
("BWW"), announced today that it completed the previously announced acquisition of three Florida BWW restaurants for approximately $3.2 million.
Michael Ansley, President and CEO of DRH, commented, "Owning an entire market provides DRH with a unique opportunity to gain local market scale, while providing greater geographic diversity to our restaurant portfolio. We will continue to leverage this strategic position as we invest in the expansion of our Bagger Dave's restaurant presence in the mid-west".
The restaurants are located in Clearwater, Port Richey and Oldsmar, Florida. With this acquisition, the DRH BWW footprint in Florida expands to thirteen restaurants. Three additional BWW locations in the mid-west and Florida are planned by year end. Continuing the momentum behind the expansion of the Company's Bagger Dave's concept, DRH will open another six Bagger Dave's restaurants in 2014.
About Diversified Restaurant Holdings
Diversified Restaurant Holdings, Inc. (NASDAQ: BAGR) ("DRH" or the "Company") owns and operates Bagger Dave's Burger Tavern, a full-service, family-friendly restaurant and full bar with a casual, comfortable atmosphere specializing in custom-built, proprietary, fresh prime rib recipe burgers, all-natural turkey burgers, hand-cut fries, locally crafted beers on draft, hand-dipped milk shakes, salads, black bean turkey chili, and much more. Currently, there are 20 company-owned Bagger Dave's restaurants in Michigan and Indiana. DRH plans to open six additional company-owned locations during 2014 in Indiana and Michigan. For more information, visit www.baggerdaves.com.
The Company also operates 39 Buffalo Wild Wings Grill & Bar franchised restaurants in Indiana, Illinois, Michigan, and Florida, with an Area Development Agreement to open an additional 13 locations by 2017. DRH plans to open three more units in 2014.
The Company routinely posts news and other important information on its website at www.diversifiedrestaurantholdings.com.
For more information contact:
Investor Contact:
Company Contact:
Alex P. Hamilton/Deborah K. Pawlowski
David Burke
Kei Advisors LLC
Chief Financial Officer
716.242.8632/716.843.3908
248.223.9160
ahamilton@keiadvisors.com/dpawlowski@keiadvisors.com
ir@baggerdaves.com
-MORE-
Diversified Restaurant Holdings Closes Acquisition of Three Florida Buffalo Wild Wings
®
RestaurantsJuly 1, 2014
Page 2 of 2
Safe Harbor Regarding Forward Looking Statements
The information made available in this news release contains forward-looking statements which reflect DRH's current view of future events, results of operations, cash flows, performance, business prospects and opportunities. Wherever used, the words "anticipate", "believe", "expect", "intend", "plan", "project", "will continue", "will likely result", "may", and similar expressions identify forward-looking statements as such term is defined in the Securities Exchange Act of 1934. Any such forward-looking statements are subject to risks and uncertainties and the Company's actual growth, success with acquisitions, results of operations, financial condition, cash flows, performance, business prospects and opportunities could differ materially from historical results or current expectations. Some of these risks include, without limitation, the impact of economic and industry conditions, competition, food and drug safety issues, store expansion and remodeling, labor relations issues, costs of providing employee benefits, regulatory matters, legal and administrative proceedings, information technology, security, severe weather, natural disasters, accounting matters, other risk factors relating to our business or industry and other risks detailed from time to time in the Securities and Exchange Commission filings of DRH. Forward-looking statements contained herein speak only as of the date made and, thus, DRH undertakes no obligation to update or publicly announce the revision of any of the forward-looking statements contained herein to reflect new information, future events, developments or changed circumstances or for any other reason.
-###-

text: Diversified Restaurant Holdings

text: Diversified Restaurant Holdings, Inc.

text: Michael Ansley

text: Diversified Restaurant Holdings

text: Diversified Restaurant Holdings, Inc.

text: Diversified Restaurant Holdings


text:
EX-99.2
5
k02028_x8k010808.htm
PRESS RELEASE DATED JANUARY 9, 2008
KELLWOOD COMMENCES TENDER OFFER FOR UP TO
$60 MILLION OF 7.875% SENIOR NOTES DUE 2009
ST. LOUIS, MO., January 9, 2008 - Kellwood Company [NYSE:KWD] today announced that it has commenced a cash tender offer for up to $60,000,000 aggregate principal amount of its 7.875% Notes due 2009 utilizing a portion of the proceeds from the sale of the Smart Shirts business. The tender offer will expire at midnight, New York City time, on Wednesday, February 6, 2008 unless extended or earlier terminated.
Under the terms and conditions of the tender offer, holders who tender their Notes on or prior to 5:00 p.m., New York City time, on January 23, 2008 will be eligible to receive the total consideration of $1,035 per $1,000 principal amount of Notes tendered, which includes an early tender premium of $30 per $1,000 principal amount of Notes tendered. Under the terms and conditions of the tender offer, Holders who tender their Notes after 5:00 p.m., New York City time, on January 23, 2008 and on or prior to midnight, New York City time, on February 6, 2008 will be eligible to receive only the tender offer consideration of $1,005 per $1,000 principal amount of Notes tendered, namely the total consideration minus the early tender premium. In addition, holders will receive in respect of purchased Notes accrued and unpaid interest to, but not including, the date payment for such Notes is made. Under the terms and
conditions of the tender offer, if the aggregate principal amount of Notes validly tendered and not properly withdrawn exceeds $60,000,000, Kellwood will accept Notes for purchase on a pro rata basis. Payment for purchased Notes will be made in same day funds one business day after the expiration of the offer, or as soon as practicable thereafter.
The tender offer is conditioned upon the satisfaction or waiver of certain conditions. If any of the conditions are not satisfied or waived, Kellwood is not obligated to accept for purchase or pay for, and may delay the acceptance for purchase of, any tendered Notes, and may terminate the tender offer. Full details of the terms and conditions of the tender offer are included in the Company's Offer to Purchase dated January 9, 2008 and the related Letter of Transmittal.
J.P. Morgan Securities Inc. will act as sole Dealer Manager for the tender offer. Persons with questions regarding the tender offer should contact J.P. Morgan Securities Inc. at (866) 834-4666 (toll-free) and (212) 834-3424 (collect). Requests for documents may be directed to Global Bondholder Services Corporation, the Information Agent for the offer, at (212) 430-3774 or (866) 470-3900.
This news release is neither an offer to purchase nor a solicitation of an offer to sell the Notes or any other security. The tender offer is made only by an Offer to Purchase dated January 9, 2008 and the related Letter of Transmittal. Statements in this news release regarding the offering of registered debt securities shall not constitute an offer to sell or a solicitation of an offer to buy such securities. The tender offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the tender offer is required to be made by a licensed broker or dealer, they shall be deemed to be made by the Dealer Manager on behalf of Kellwood.
-MORE-
About Kellwood
Kellwood (NYSE:KWD) is a $1.6 billion leading marketer of apparel and consumer soft goods. Specializing in branded products, the Company markets to all channels of distribution with products and brands tailored to each specific channel. Kellwood brands include Vince®, HOLLYWOULD®, Phat Farm®, Baby Phat®, Sag Harbor®, Koret®, Jax®, Democracy®, Sangria™, Jolt®, My Michelle®, Briggs New York®, Hanna Andersson®, Onesies®, Kelty®, Royal Robbins® and Sierra Designs®. Calvin Klein®, XOXO®, David Meister®, Gerber®, and O Oscar, an Oscar de la Renta Company, are produced under licensing agreements. For more information, visit www.kellwood.com.
MEDIA CONTACT
:
Donna B. Weaver
VP Corporate Communications
212.329.8072
donna.weaver@kellwood.com
FINANCIAL CONTACT
:
Samuel W. Duggan II
VP Investor Relations and Treasurer
Kellwood Company
314.576.8580
sam.duggan@kellwood.com
Joele Frank / Eric Brielmann / Jennifer Schaefer
Joele Frank, Wilkinson Brimmer Katcher
212.355.4449
Allison Malkin
Integrated Corporate Relations
203.682.8225
Statements in this press release that are not strictly historical are "forward-looking" statements within the meaning of the safe harbor provisions of the federal securities laws. Actual results may differ materially due to risks and uncertainties that are described in the Company's Form 10-K and other filings with the SEC.
-MORE-
2
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The words "believe", "expect", "will", "estimate", "project", "forecast", "planned", "should", "anticipate" and similar expressions may identify forward-looking statements. Although we believe that our expectations reflected in the forward-looking statements are reasonable, we cannot and do not give any assurance that such expectations will prove to be correct. These forward-looking statements, which represent the Company's expectations concerning future events, are based on various assumptions and are subject to a number of risks and uncertainties. These risks include, without limitation: intense competition in the apparel industry on many fronts, including from our retail customers' private label or exclusive brand programs; failing to continually anticipate fashion
trends and consumer tastes; uncertainties regarding consumer confidence and spending patterns; concentration of our customers; consolidation and change in the retail industry; performance of our retail customers in selling our goods; execution of the long-term corporate strategy; loss of key personnel; continued value of owned and licensed brands; ability to generate sufficient sales to offset the minimum royalty payments we must pay with respect to licensed brands; inability to protect our intellectual property rights; reliance on independent manufacturers; ability to successfully complete the restructuring plans; the continued movement in the global location of lowest cost manufacturing sources; fluctuations in the price, availability and quality of raw materials; availability of suitable acquisition candidates; integration of completed acquisitions into our existing business and the availability of reasonably priced debt. These factors should be read in conjunction with the risk
factors included in our Annual Report to Stockholders on Form 10-K for 2006 (the fiscal year ended February 3, 2007) and subsequent periodic filings. Actual results could differ materially from those expressed or implied in forward-looking statements. The Company disclaims any obligation to publicly update or revise any of its forward-looking statement.
###
3

text: KELLWOOD

text: Kellwood Company

text: Smart Shirts

text: Kellwood

text: Kellwood

text: J.P. Morgan Securities Inc.

text: J.P. Morgan Securities Inc.

text: Kellwood

text: Kellwood

text: Kellwood

text: Kellwood

text: Donna B. Weaver

text: Samuel W. Duggan II

text: Kellwood Company


text:
EX-99.2
4
vspc-ex992_9.htm
EX-99.2
vspc-ex992_9.htm
VIASPACE PLANS TO COMPLETE ACQUISITION OF ELITE THERAPEUTICS
February 11, 2019 -- Santa Cruz, California -- VIASPACE, Inc. (OTC: VSPC) today announced that it now plans to complete the acquisition of luxury cosmetics company Elite Therapeutics (
www.elitetherapeutics.com
). VIASPACE had previously signed a nonbinding Letter of Intent (LOI) to acquire Elite Therapeutics. In May of 2015, the proposed acquisition was tabled to allow each company to focus on their respective core businesses. There are recent developments that now make this acquisition more compelling.
Elite Therapeutics was founded in 2007 as Bad Love Cosmetics Company, LLC and began doing business as Elite Therapeutics with high quality, results-driven, medical grade cosmetics in late 2010. Elite Therapeutics has a full line of luxury products for personal use and high-end hotel amenities. This past year, the company has developed a new, ultralux, hemp-derived "CBD Recovery Crème". This product was launched on February 04, 2019 and can now be found on the Elite Therapeutics website. It uses a highly purified, hemp-derived, CBD isolate which is THC-free and is of the same high quality as the entire, physician-designed Elite Therapeutics product line.
On May 24, 2018, VIASPACE announced that VIASPACE and VIASPACE executives had established a special purpose company named "Viaspace California, Inc." which is now proceeding with its plans to grow hemp in Southern California this year with business objectives to process the hemp for Cannabidiol (CBD) and other commercial uses, and selling or licensing name-brand hemp seeds. Elite Therapeutics would be a primary consumer of the Viaspace California, Inc., hemp-derived CBD.
VIASPACE Board Chairman and Acting CEO, Dr. Kevin Schewe, commented: "In December 2018, the U.S. farm bill took Hemp from a Schedule 1 controlled substance to an agricultural commodity. We are working to position VIASPACE to generate revenues from three lines of business including: top-line cosmetics and luxury CBD-containing cosmetics; hemp-related revenue including CBD oil and the sale of hemp seeds along with continued commercialization of Giant King Grass (GKG) for animal feed and renewable biomass/bioenergy. We are projecting that the acquisition of Elite Therapeutics will add more than $300,000 of revenue to VIASPACE in 2019 with plans to grow the luxury CBD cosmetic product line moving forward and create economies of scale through our partnership with Viaspace California, Inc. We remain committed to position VIASPACE to generate revenues and build shareholder value overall. We expect to finalize a VIASPACE all-stock acquisition of Elite Therapeutics within the next 30 days".
About VIASPACE Inc.
VIASPACE grows renewable Giant King
®
Grass as a low-carbon fuel for clean electricity generation; for environmentally friendly energy pellets; and as a feedstock for bio-methane production and for green cellulosic biofuels, biochemicals and biomaterials. Giant King
®
Grass is a proprietary, high yield, dedicated biomass energy crop.
Giant King
®
Grass when it is cut
frequently at 4 to 5 feet tall is also excellent animal feed. The USDA granted approval for planting Giant King® Grass throughout the US and cooperates in exporting by performing the required inspections and issuing the phytosanitary certificate needed for import into foreign countries. Giant King® Grass is being grown in the US including Hawaii, and many foreign countries. For more information, please go to www.VIASPACE.com or contact Dr. Jan Vandersande, Director of Communications, at 800-517-8050 or
IR@VIASPACE.com.
Safe Harbor Statement
Information in this news release includes forward-looking statements. These forward-looking statements relate to future events or future performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking statements. Such factors include, without limitation, risks outlined in our periodic filings with the U.S. Securities and Exchange Commission, including Annual Report on Form 10-K for the year ended December 31, 2017, and other factors over which VIASPACE has little or no control.

text: VIASPACE

text: ELITE THERAPEUTICS

text: VIASPACE, Inc.

text: Elite Therapeutics

text: VIASPACE

text: Elite Therapeutics

text: Elite Therapeutics

text: Elite Therapeutics

text: Elite Therapeutics

text: Elite Therapeutics

text: Elite Therapeutics

text: VIASPACE

text: VIASPACE

text: VIASPACE

text: Viaspace

text: Elite Therapeutics

text: Viaspace

text: VIASPACE

text: Kevin Schewe

text: VIASPACE

text: Elite Therapeutics

text: VIASPACE

text: Viaspace

text: VIASPACE

text: VIASPACE

text: Elite Therapeutics

text: VIASPACE

text: Jan Vandersande

text: VIASPACE