text:
EX-99.1
6
d857511dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
Crescent Capital BDC, Inc. Completes Acquisition of Alcentra Capital Corporation
.
Combined company
estimated to have
over $550
million of net assets and a
portfolio in excess of $900
million
.
New fee structure with permanent reduction in base management fee rate and increased hurdle rate
.
Further shareholder alignment initiatives include waivers of the base management and income incentive fees
for 18 months following listing, in addition to $20
million stock repurchase authorization
LOS
ANGELES-(BUSINESS WIRE)-February 3, 2020-Crescent Capital BDC, Inc. ("Crescent BDC") today announced that it has completed its acquisition of Alcentra Capital Corporation ("Alcentra Capital") (formerly
NASDAQ:ABDC). With the closing of the merger, Crescent BDC is expected to begin trading on the NASDAQ under the ticker symbol "CCAP" today.
Under the terms of the transaction, in exchange for approximately 12.9 million shares of Alcentra Capital common stock, Alcentra
Capital's stockholders received: (i) 5.2 million shares of Crescent BDC common stock, or 0.4041 shares of Crescent BDC common stock per share, (ii) $19.3 million in cash, or $1.50 per share, from Crescent BDC (less $10.3 million
or $0.80 per share in final dividends paid by Alcentra Capital on January 31, 2020) and (iii) $21.6 million in cash, or $1.68 per share, in transaction support provided by Crescent Cap Advisors, LLC, Crescent BDC's investment adviser.
As of the close of the transaction, Crescent BDC and Alcentra Capital stockholders owned approximately 82% and 18%, respectively, of the combined company. The transaction increased Crescent BDC's investment portfolio from approximately
$727 million across 98 portfolio companies to approximately $923 million across 125 portfolio companies on a pro forma combined basis as of December 31, 2019.
Mark Attanasio and Jean-Marc Chapus,
Co-Founders
and Managing Partners of Crescent Capital Group
commented, "The closing of this transaction represents an important milestone for Crescent BDC. By leveraging the scale and breadth of Crescent Capital Group's broader $28 billion platform, longstanding sponsor origination
relationships and disciplined underwriting and investment processes, we will be able to provide our combined stockholders with attractive opportunities for income generation and capital appreciation".
"We are excited to close the acquisition of Alcentra Capital, as we expect this transaction will provide both strategic and financial
benefits to our new and existing stockholders", said Jason Breaux, Chief Executive Officer of Crescent BDC. "Through this merger, we will significantly increase our market presence, improve our access to capital, and enhance asset
diversification, while still staying true to our core strategy of maintaining a high-quality, senior secured, first lien-focused portfolio".
Favorable Fee Structure
In connection with the closing of the transaction, Crescent Cap Advisors, LLC has established what it believes is a
best-in-class
fee structure with Crescent BDC, which took effect as of February 1, 2020. Key terms of this fee structure include:
.
Annual base management fee rate reduced from 1.50% to 1.25%;
.
18 months of base management fee waivers that reduce the base management fee to 0.75% for such time period;
.
Annualized incentive fee hurdle raised from 6% to 7% while maintaining a 17.5% income-based incentive fee; and
.
18 months of full waivers of the income-based portion of the incentive fee.
Post-Close Stock Repurchase Program
Additionally, Crescent BDC has implemented a stock repurchase program. Under the program, Crescent BDC may repurchase up to $20 million in
the aggregate of its outstanding common stock in the open market at any time the shares are traded below 90% of Crescent BDC's most recently disclosed net asset value. The program, which will commence four weeks following the listing of
Crescent BDC common stock on the NASDAQ, will be in effect through January 31, 2021, unless extended, or until the aggregate approved repurchase amount has been expended.
Share repurchases can begin on March 2, 2020, subject to the trading price of Crescent BDC's common stock on that date.
Certain officers of Crescent BDC and employees of Crescent Capital Group have advised Crescent BDC that they expect to implement a separate
stock repurchase program, which will purchase shares of Crescent BDC in the open market on substantially similar terms as the Crescent BDC program. Any such trading plan will reduce the $20 million stock repurchase program. It is expected that
such program will exceed $3 million.
Selected December 31, 2019 Pro Forma Results of Operations and Financial Condition Based On Preliminary
Estimates
Set forth below are selected pro forma estimates of the financial condition and results of operations of the combined
company based on preliminary estimates for the year ended December 31, 2019.
As of December 31, 2019, the combined company was
estimated to have a pro forma combined net asset value per share between $19.37 and $19.47. In addition, the combined company was estimated to have approximately $366 million of pro forma combined aggregate debt outstanding and approximately
$10 million in pro forma combined cash and cash equivalents as of December 31, 2019.
The above pro forma estimates are
presented for illustrative purposes only and do not necessarily indicate the financial condition and results of operations of the combined company that would have resulted had the Alcentra Acquisition been completed on December 31, 2019. In
addition, the above estimates are based on information that is preliminary and subject to completion, including the completion of customary financial statement closing and applicable audit procedures for the year ended December 31, 2019. The
above pro forma estimates, which are the responsibility of the Company's management, were prepared by the Company's management and are based upon a number of assumptions. Additional items that may require adjustments to these preliminary
estimates may be identified and could result in material changes to these preliminary estimates. Preliminary estimates are inherently uncertain and the Company undertakes no obligation to update
this information. See the Company's filings with the Securities and Exchange Commission for a discussion of factors that could impact its actual results of operations and more detail regarding assumptions used in making pro forma estimates. You
should not place undue reliance on these pro forma preliminary estimates.
About Crescent BDC
Crescent BDC is a business development company that seeks to maximize the total return of its stockholders in the form of current income
and capital appreciation by providing capital solutions to middle market companies with sound business fundamentals and strong growth prospects. Crescent BDC utilizes the extensive experience, origination capabilities and disciplined investment
process of Crescent Capital Group LP. Crescent BDC is externally managed by Crescent Cap Advisors, a subsidiary of Crescent Capital. Crescent BDC has elected to be regulated as a business development company under the Investment Company Act of
1940. For more information about Crescent BDC, visit http://crescentbdc.com. However, the contents of such website are not and should not be deemed to be incorporated by reference herein.
About Crescent Capital Group
Crescent
Capital is a global credit investment manager with approximately $28 billion of assets under management. For over 25 years, the firm has focused on below investment grade credit through strategies that invest in marketable and privately
originated debt securities including senior bank loans, high yield bonds, and private senior, unitranche, and junior debt securities. Crescent Capital is headquartered in Los Angeles with offices in New York, Boston, and London and more than 175
employees globally. For more information about Crescent Capital, visit www.crescentcap.com. However, the contents of such website are not and should not be deemed to be incorporated by reference herein.
Contact:
Daniel McMahon
daniel.mcmahon@crescentcap.com
212-364-0149
Forward-Looking Statements
Statements included herein may constitute "forward-looking statements", which relate to future events or our future performance or
financial condition. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results and conditions may differ materially from those in the forward-looking statements as
a result of a number of factors, including those described from time to time in our filings with the Securities and Exchange Commission. Crescent BDC undertakes no duty to update any forward-looking statements made herein.

text: Crescent Capital BDC, Inc.

text: Alcentra Capital Corporation

text: Crescent Capital BDC, Inc.

text: Crescent BDC

text: Alcentra Capital Corporation

text: Alcentra Capital

text: Crescent BDC

text: Alcentra Capital

text:
Alcentra
Capital

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Alcentra Capital

text: Crescent Cap Advisors, LLC

text: Crescent BDC

text: Crescent BDC

text: Alcentra Capital

text: Crescent BDC

text: Crescent BDC

text: Alcentra Capital

text: Jason Breaux

text: Crescent BDC

text: Crescent Cap Advisors, LLC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC

text: Crescent BDC


dataset: buster

text:
EX-99.2
4
dex992.htm
PRESS RELEASE
Press Release
Exhibit 99.2
Contacts:
Tara Spiess
TS Communications Group, LLC
(215) 218-4371
spiess@biotechirpr.com
Aphton Shareholders Approve Acquisition of Igeneon
Philadelphia, PA March 22, 2005
Aphton Corporation announced today that both proposals
included in it's Proxy Statement, which were necessary for consummation of the proposed acquisition of Austrian based Igeneon AG, were approved at today's Special Meeting of Stockholders. Aphton stockholders approved
(1)
the issuance of 21,500,000 shares of Aphton's common stock in connection with our proposed acquisition of all of the equity securities of Igeneon AG; and
(2)
an amendment to Aphton's Amended and Restated Certificate of Incorporation to increase the number of authorized shares of all classes of stock that Aphton may issue from
64,000,000 shares to 104,000,000 shares, of which 4,000,000 shares shall be classified as preferred stock and 100,000,000 shares shall be classified as common stock.
The acquisition has been reviewed and approved previously by Igeneon shareholders. The closing of the acquisition is expected to occur later
this week.
"We would like to thank our stockholders for demonstrating
overwhelming support for this acquisition, which we believe will result in significant near and long term research and development benefits for our company", said Patrick Mooney, M.D., Aphton's Chief Executive Officer. "In an effort
to accelerate the synergies of our two companies we have been working closely with our colleagues at Igeneon since the definitive agreement to acquire the company was announced last December. Today's announcement of stockholder approval marks a
very important milestone in our quest to build a leading company in the field of cancer related immunotherapies".
Strategic Pipeline
Aphton continues to focus its efforts on broadening and progressing its research and development pipeline. An important element of this strategy is the addition of Igeneon products, IGN101, a cancer vaccine designed
to induce an immune response against
EpCAM positive tumor cells, and IGN311, a fully humanized antibody against the Lewis Y antigen. Igeneon also has diverse pipeline of pre-clinical and
clinical products including active and passive immunotherapies. Aphton believes that immunotherapies may have certain advantages over other targeted therapies by including specificity that may lead to better efficacy and decreased toxicities for
patients.
About IGN101
IGN101 is a cancer vaccine designed to induce an immune response against EpCAM positive
tumor cells. IGN101 is an off-the-shelf product consisting of the murine anti-EpCAM monoclonal antibody 17 1-A adsorbed on aluminum hydroxide. EpCAM is a cell surface glycoprotein present in normal epithelia cells and over-expressed in the majority
of epithelial cancers; these cancers account for approximately 70% of all cancers. IGN101 is intended to selectively destroy disseminated and circulating tumor cells and thus may slow or prevent the formation and growth of metastases.
IGN101 is currently in a randomized, double-blind Phase II/III trial for patients with
advanced non-small cell lung cancer. The trial is being evaluated as a monotherapy conducted in approximately 750 patients.
About IGN311
IGN311 is a humanized monoclonal antibody against the Lewis Y carbohydrate antigen, a blood group related oligosaccharide. Lewis Y is expressed on approximately 70% of all epithelial cancers and its expression on
adult normal tissues is very restricted; hence IGN311 has the potential to target a broad range of carcinomas. IGN311 is designed to exert clinical effects by destruction of tumor cells by activation of effector functions and by selective growth
inhibition via functional receptors. IGN311 is currently in Phase I clinical trials.
About Aphton
Aphton Corporation, headquartered in
Philadelphia, Pennsylvania is a clinical stage biopharmaceutical company focused on developing targeted immunotherapies for cancer and other diseases. Aphton's products seek to neutralize hormones involved in the growth and proliferation of
cancers as well as other diseases. Aphton's lead product, InsegiaTM (G17DT immunogen) is currently in
development both as a monotherapy for pancreatic cancer and in combination with chemotherapy for the treatment of gastric cancer. Aphton has strategic alliances with sanofi-aventis for the development and commercialization of Insegia related to
cancers of the gastrointestinal system and other cancers in North America and Europe; Daiichi Pure Chemicals for the development, manufacturing and commercialization of gastrin-related diagnostic kits; and Xoma for treating gastrointestinal and
other gastrin-sensitive cancers using anti-gastrin monoclonal and other antibodies. For more information about Aphton or its programs please visit Aphton's website at www.aphton.com.
Safe Harbor
This press release includes forward-looking statements, including statements about: (1) the impact of the Igeneon acquisition on Aphton's operations and the
potential benefits and synergies of the Igeneon acquisition, including near and long term research and development benefits; (2) Aphton's belief regarding the strength of Igeneon's product portfolio and such portfolio's ability to
complement Aphton's product portfolio; (3) Aphton's belief that it can become a leading company in the field of cancer related immunotherapies; (4) Aphton's intent to broaden and progress its research and development pipeline; and (5)
Aphton's belief that immunotherapies have certain advantages over targeted therapies. These forward-looking statements may be affected by the risks and uncertainties inherent in the drug development process and in Aphton's and
Igeneon's business. This information is qualified in its entirety by cautionary statements and risk factor disclosure contained in Aphton's Securities and Exchange Commission filings, including Aphton's report on Form 10-K filed with
the Commission on March 16, 2005. Aphton wishes to caution readers that certain important factors may have affected and could in the future affect Aphton's beliefs and expectations and could cause the actual results to differ materially from
those expressed in any forward-looking statement made by or on behalf of Aphton. These risk factors include, but are not limited to, (1) Aphton's ability to identify and realize anticipated cost efficiencies and to reduce the combined cash burn
rate, (2) Aphton's ability to fund the further development of its research and development, (3) Aphton's ability to successfully identify and consummate opportunities to broaden and progress its research and development pipeline, (4)
scientific developments regarding immunotherapies, (5) Aphton's ability to consummate the pending acquisition of Igeneon, the inability to successfully integrate Igeneon's operations and product portfolio with Aphton's operations and
product portfolio, and (6) the actual design, results and timing of preclinical and clinical studies for both companies' products and product candidates.
SOURCE: APHTON CORPORATION

label: organization

text: Igeneon

text: Aphton Corporation

text: Igeneon AG

text: Igeneon AG

text: Igeneon

text: Igeneon

text: Igeneon

text: Igeneon

text: Aphton Corporation

text: Igeneon

text: Igeneon

text: Igeneon

text: Igeneon

text: Igeneon

text: Igeneon

text: APHTON CORPORATION

source_dataset: expertai/BUSTER

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


text:
EX-99.1
2
rrd250202_29280.htm
PRESS RELEASE DATED AUGUST 5, 2009
DC7280.pdf -- Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing
Exhibit 99.1
Company Contact:
Investor Relations Contacts:
Matthew Beale, President & CFO
Lippert / Heilshorn & Associates
Fuel Systems Solutions, Inc.
Kirsten Chapman/ Cathy Mattison
(714) 656-1320
cmattison@lhai.com
(415) 433-3777
Fuel Systems Solutions Completes Acquisition of Teleflex Incorporated's Power Systems Business
SANTA ANA, Calif., August 5, 2009 -- Fuel Systems Solutions, Inc. (Nasdaq: FSYS) completed the purchase of the Power Systems business from Teleflex Incorporated on August 4
th
for $14.5 million, in an all cash transaction as announced on July 20
th
.
Mariano Costamagna, CEO of Fuel Systems Solutions, said, "This acquisition includes three segments: industrial and transportation alternative fuel components and systems and auxiliary power systems (APS). The addition of the
two complementary segments asserts our leadership position in the transportation and industrial markets. The APS business creates an entry into a new market segment with diverse growth potential driven by regulatory and emissions standards. The
technology and products acquired expand our robust global platform and furthers our growth strategy".
About Fuel Systems Solutions
Fuel Systems Solutions (Nasdaq: FSYS) is a leading designer, manufacturer and supplier of proven, cost-effective alternative fuel components and systems for use in transportation and industrial applications.
Fuel Systems' components and systems control the pressure and flow of gaseous alternative fuels, such as propane and natural gas, used in internal combustion engines. These components and systems feature the company's
advanced fuel system technologies, which improve efficiency, enhance power output and reduce emissions by electronically sensing and regulating the proper proportion of fuel and air required by the internal combustion engine. In addition to the
components and systems, the company provides engineering and systems integration services to address unique customer requirements for performance, durability and configuration.
The company is composed of two operating subsidiaries: IMPCO Technologies and BRC. IMPCO Technologies is a leader in the heavy duty, industrial, power generation and stationary engines sectors. BRC is a leader in the light duty
and automobile alternative fuel sectors and has established alliances with several major automobile manufacturers for OEM projects.
Additional information is available at www.fuelsystemssolutions.com.
1
Forward-Looking Statements
This press release contains forward-looking statements that involve risks and uncertainties, including, without limitation, expressed or implied statements concerning the Company's ability to successfully utilize the acquired
technology, certifications and patents, penetrate new and developing markets and use the acquired assets to leverage existing business. Such statements only state our beliefs and opinions. The Company's actual results may differ materially. Factors
that may cause the Company's results to differ include, but are not limited to, risks that we cannot integrate the acquired assets into our business promptly and efficiently, that the patents or certifications acquired are insufficient or not
useable by us, that expected sales do not materialize, that changes in emissions regulations may not significantly increase demand for the Company's products, the global economic downturn may reduce customers' demand for new automobiles and/or our
products, and that all closing conditions will be met. Readers also should consider the risk factors set forth in the Company's reports filed with the Securities and Exchange Commission, including, but not limited to, those contained in the "Risk
Factors" section of the Company's Annual Report on Form 10-K, for the year ended December 31, 2008. The Company does not undertake to update or revise any of its forward-looking statements even if experience or future changes show that the indicated
results or events will not be realized.
2

label: person

text: Matthew Beale

text: Fuel Systems Solutions, Inc.

text: Fuel Systems Solutions

text: Teleflex Incorporated

text: Fuel Systems Solutions, Inc.

text: Teleflex Incorporated

text: Mariano Costamagna

text: Fuel Systems Solutions

text: Fuel Systems Solutions

text: Fuel Systems Solutions


text:
EX-99.1
5
d17647dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
Invitae Completes Transaction with ArcherDX to Bring Comprehensive Cancer Genetics and Precision Oncology
to Patients Worldwide
- World-class germline and somatic testing, liquid biopsy and tissue genomic profiling, now delivered
from a single platform with unrivaled breadth and flexibility -
SAN FRANCISCO, October
5, 2020
-Invitae
Corporation (NYSE: NVTA), a leading genetics company, today announced that on October 2, 2020, it completed the transaction to bring ArcherDX, a leading genomics analysis company, into Invitae to create a comprehensive offering that provides
testing services for disease risk, therapy optimization and personalized cancer monitoring to enable precision approaches to cancer treatment.
"With
the addition of ArcherDX's technologies, capabilities and team, Invitae is now well positioned to accelerate the utilization of genetic information throughout a cancer patient's journey. Starting from risk profiling and diagnostic testing,
moving to therapy optimization, monitoring and recurrence surveillance, Invitae can deliver the information needed to enable
best-in-class
personalized cancer
care", said Sean George, Ph.D.,
co-founder
and chief executive officer of Invitae. "Invitae is on a mission to increase access to molecular medicine to all who can benefit, and the addition of the
ArcherDX platform builds out an important segment serving the current and future oncology landscape".
In connection with the closing of the
acquisition, Jason Myers, Ph.D., has been appointed to Invitae's Board of Directors, effective October 2, 2020, and will serve as president of oncology.
Transaction Details
Under the terms of the Agreement and
Plan of Merger and Plan of Reorganization, Invitae acquired ArcherDX for upfront consideration consisting of 30.0 million shares of Invitae common stock and $325.0 million in cash, subject to certain adjustments. In addition, up to an
additional 27.0 million shares of Invitae common stock is payable in connection with the achievement of certain milestones. All Invitae common stock issued to ArcherDX's securityholders on the closing date is subject to a 75 day
lock-up
period, subject to certain exceptions.
In connection with the acquisition, Invitae entered into a credit
agreement and guaranty with Perceptive Credit Opportunities Holdings III, LP providing for a senior secured term loan facility, and on October 2, 2020, borrowed an aggregate principal amount of $135.0 million under the credit agreement and
guaranty. In addition, Invitae issued to Perceptive warrants to purchase 1.0 million shares of Invitae common stock.
In connection with the acquisition, Invitae sold $275.0 million of common stock to certain accredited
investors in a private placement.
About Invitae
Invitae Corporation (NYSE: NVTA) is a leading medical genetics company whose mission is to bring comprehensive genetic information into mainstream medicine to
improve healthcare for billions of people. Invitae's goal is to aggregate the world's genetic tests into a single service with higher quality, faster turnaround time, and lower prices. For more information, visit the company's website
at invitae.com.
Safe Harbor Statement
This press
release contains statements that are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be
covered by the "safe harbor" created by those sections. Forward-looking statements, which are based on certain assumptions and describe future plans, strategies, expectations and events, can generally be identified by the use of
forward-looking terms such as "believe", "expect", "may", "will", "should", "would", "could", "seek", "intend", "plan", "goal,"
"project", "estimate", "anticipate" or other comparable terms. All statements other than statements of historical facts included in this presentation regarding strategies, synergies, prospects, financial results,
operations, costs, plans and objectives, are forward-looking statements. Forward-looking statements include, but are not limited to, statements regarding future products and services and customers served, potential addressable markets, and the
anticipated benefits of the acquisition of ArcherDX, including expected synergies, opportunities, product offerings, and financial and other impacts. Forward-looking statements are neither historical facts nor assurances of future performance or
events. Instead, they are based only on current beliefs, expectations and assumptions regarding future business developments, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions.
Forward-looking statements are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Actual results, conditions and events may differ materially from those
indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause actual results, conditions and events to differ materially from those indicated in the
forward-looking statements include, but are not limited to: the ability to successfully and profitably market our products and services; the acceptance of our products and services by patients and healthcare providers; the ability to meet demand for
our products and services; the availability and sufficiency of reimbursement; the amount and nature of competition; the effects of the adoption, modification or repeal of any law, rule, order, interpretation or policy relating to the healthcare
system, including without limitation as a result of any judicial, executive or legislative action; the impact of COVID-19 on our business; our ability to manage growth effectively; our ability to successfully develop new products and services; the
ability to effectively utilize strategic partnerships and acquisitions; our ability to obtain and maintain regulatory approvals and comply with applicable regulations; negative effects of the consummation of the acquisition on the market price of
our common stock and/or on the companies' respective businesses, financial conditions, results of operations
and financial performance; significant transaction costs and/or unknown liabilities; the possibility that the anticipated benefits from the acquisition of ArcherDX cannot be realized in full or
at all or may take longer to realize than expected; risks associated with contracts containing consent and/or other provisions that may be triggered by the acquisition of ArcherDX; risks associated with litigation; the possibility that costs or
difficulties related to the integration of ArcherDX's operations with those of Invitae will be greater than expected; our ability to retain and hire key personnel; our need to scale our infrastructure in advance of demand for our tests and to
increase demand for our tests; our ability to use rapidly changing genetic data to interpret test results accurately and consistently; security breaches, loss of data and other disruptions; laws and regulations applicable to our business; and the
risks and uncertainties set forth in our reports on Forms
10-K,
10-Q
and
8-K
filed with or furnished to the Securities and
Exchange Commission (the "SEC") and other written statements made by us from time to time, including our Quarterly Report on Form
10-Q
for the quarter ended June 30, 2020. Forward looking
statements speak only as of the date hereof, and we disclaim any obligation to update any forward-looking statements.
NOTE: Invitae and the Invitae logo
are trademarks of Invitae Corporation. All other trademarks and service marks are the property of their respective owners.
Source: Invitae Corporation
Contact:
Laura D'Angelo
ir@invitae.com
(628)
213-3369
###

text: Invitae

text: ArcherDX

text:
Invitae
Corporation

text: ArcherDX

text: Invitae

text: ArcherDX

text: Invitae

text: Invitae

text: Invitae

text: Invitae

text: ArcherDX

text: Invitae

text: Invitae

text: ArcherDX

text: Invitae

text: Invitae

text: Invitae

text: ArcherDX

text: Invitae

text: Invitae

text: Invitae

text: Invitae

text: Invitae

text: Invitae Corporation

text: Invitae

text: ArcherDX

text: ArcherDX

text: ArcherDX

text: ArcherDX

text: Invitae

text: Invitae

text: Invitae

text: Invitae Corporation

text: Invitae Corporation


text:
EX-99.1
2
a16-21771_4ex99d1.htm
EX-99.1
Exhibit 99.1
News Release
General Inquiries: (877) 847-0008
www.sanchezpp.com
Sanchez Production Partners Closes
Acquisition of Assets from Sanchez Energy
HOUSTON
-(GLOBE NEWSWIRE)-Nov. 22, 2016-Sanchez Production Partners LP (NYSE MKT: SPP) ("SPP" or the "Partnership") today announced that it has closed on the previously announced definitive agreement to acquire a 50 percent interest in Carnero Processing, LLC ("Carnero Processing") from Sanchez Energy Corporation (NYSE: SN) ("Sanchez Energy") for total consideration of approximately $80 million. In conjunction with the closing, the Partnership paid cash consideration of $55.5 million and assumed remaining capital commitments to Carnero Processing, which are estimated at $24.5 million.
The Partnership also announced that it has closed on the previously
announced definitive agreement to acquire certain producing oil and natural gas assets, located in South Texas, from Sanchez Energy for total consideration of approximately $27 million. After normal and customary closing adjustments, the Partnership paid cash consideration of approximately $25.6 million to Sanchez Energy at closing.
MANAGEMENT COMMENTARY
"Having now closed the two transactions announced in October 2016, we have successfully executed and financed transactions with Sanchez Energy for total value of nearly $600 million", said Gerry Willinger, Chief Executive Officer of the general partner of SPP. "In the process, we have demonstrated how our strategic relationship with Sanchez Energy can be leveraged to enable each company to better optimize its respective strategies, capital resources, and financial targets. We are excited to be further aligned with Sanchez Energy and its plans for development in South Texas, and look forward to capitalizing on additional opportunities to grow alongside this leading Eagle Ford operator over time".
LIQUIDITY UPDATE
After debt repayment scheduled for Nov. 23, 2016, the Partnership anticipates that it will have $148.0 million in debt outstanding under its credit facility, which has a borrowing base of $205.1 million, and outgoing letters of credit totaling approximately $15 million related to the funding of remaining capital commitments to Carnero Processing and Carnero Gathering, LLC. Based on an elected commitment amount of $200 million, the Partnership projects pro forma liquidity on Nov. 23, 2016 of approximately
$53.1 million, which includes projected borrowing capacity net of outstanding letters of credit plus cash and cash equivalents after the scheduled debt repayment. The reserve-based lending component of the Partnership's borrowing base is scheduled for redetermination in the fourth quarter 2016 and the midstream component of the borrowing base is scheduled for redetermination during the first quarter 2017.
ABOUT THE PARTNERSHIP
Sanchez Production Partners LP (NYSE MKT: SPP) is a publicly-traded limited partnership focused on the acquisition, development, ownership and operation of midstream and production assets in North America. The Partnership owns an oil and natural gas gathering and processing system located in the Eagle Ford Shale in Dimmit, Webb and La Salle Counties, Texas. The Partnership also currently owns producing reserves in the Eagle Ford Shale in South Texas, the Gulf Coast region of Texas and Louisiana, and across several basins in Oklahoma and Kansas. The Partnership previously announced and continues to explore the possible divestiture of its remaining assets and operations in Oklahoma and Kansas.
ADDITIONAL INFORMATION
Additional information about SPP can be found in the Partnership's documents on file with the U.S. Securities and Exchange Commission (
www.sec.gov) and in the "Investor Presentation" available on the Partnership's website (www.sanchezpp.com).
FORWARD-LOOKING STATEMENTS
This press release contains, and the officers and representatives of the Partnership and its general partner may from time to time make, statements that are considered forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control, which may include statements about our:
business strategy; acquisition strategy; financing strategy; ability to make, maintain and grow distributions; the ability of our customers to meet their drilling and development plans on a timely basis or at all and perform under gathering and processing agreements; future operating results; future capital expenditures; and plans, objectives, expectations, forecasts, outlook and intentions. All of these types of statements, other than statements of historical fact included in this press release, are forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as "may", "could", "should", "expect", "plan", "project", "intend", "anticipate", "believe", "estimate", "predict", "potential", "pursue", "target", "continue", the negative of such terms or other comparable terminology.
The forward-looking statements contained in this press release are largely based on our expectations, which reflect estimates and assumptions made by our management. These estimates and assumptions reflect our best judgment based on currently known market conditions and other factors. Although we believe such estimates and assumptions to be reasonable, they are inherently uncertain and involve a number of risks and uncertainties that are beyond our control. In addition, management's assumptions about future events may prove to be inaccurate. Management cautions all readers that the forward-looking statements contained in this press release are not guarantees of future performance, and we cannot assure any reader that such statements will be realized or the forward-looking events and circumstances will occur. Actual results may differ materially from those anticipated or implied in the forward-looking statements due to factors listed in the "Risk Factors" section in our filings with the U.S. Securities and Exchange Commission and elsewhere in those filings. The forward-looking statements speak only as of the date made, and other than as required by law, we do not intend to publicly update or revise any forward-looking statements as a result of new information, future events or otherwise. These cautionary statements qualify all forward-looking statements attributable to us or persons acting on our behalf.
PARTNERSHIP CONTACT
Charles C. Ward
Chief Financial Officer
Sanchez Production Partners GP LLC
(877) 847-0009

text: Sanchez Production Partners

override: organization

text: Sanchez Energy

text: Sanchez Production Partners LP

text: Carnero Processing, LLC

text: Sanchez Energy Corporation

text: Sanchez Energy

text: Sanchez Energy

text: Sanchez Energy

text: Sanchez Energy

text: Gerry Willinger

text: Sanchez Energy

text: Sanchez Energy

text: Sanchez Production Partners LP

text: Charles C. Ward

text: Sanchez Production Partners


text:
EX-99.1
2
v405543_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
CVSL FUNDS AND CLOSES ACQUISITION OF
KLEENEZE
For Immediate Release
Dallas, TX, March 25, 2015
--
CVSL Inc.
[
NYSE
MKT: CVSL
] announced today that it has successfully funded and closed its previously-announced acquisition of
Kleeneze
,
one of the UK's longest-operating, largest and best-known direct-to-consumer businesses. With the addition of Kleeneze, CVSL's
business portfolio expands to nine companies.
The most recently reported revenue of Kleeneze and CVSL combines
for over $180 million.
"We are pleased that this latest addition to the CVSL
federation of direct-to-consumer companies is now complete", said John Rochon Jr., CVSL's vice chairman and chief financial
officer. "We have said that our 2015 priority is to continue making acquisitions. This represents another step forward in
our buildup strategy".
CVSL has purchased 100% of the shares of Kleeneze from Findel
PLC for a total consideration of $5.1 million. The consideration included $3 million of senior debt provided by HSBC Bank PLC.
The remainder was funded by a net cash contribution by CVSL of approximately $785,000 after deducting cash delivered with Kleeneze
at closing.
Founded in 1923, Kleeneze has grown into a community of more
than 7,000 independent distributorships, offering a wide variety of several thousand cleaning, health, beauty, home, outdoor and
other products to customers across the U.K. and Ireland.
About CVSL
CVSL is a growing federation of direct-to-consumer companies.
Within CVSL, each company retains its own separate brand identity, sales force and compensation plan. CVSL companies currently
include
The Longaberger Company
, a 42-year old maker of hand-crafted baskets and other home décor items;
Your
Inspiration At Home
, an award-winning maker of hand-crafted spices and other gourmet food items from around the world;
Project
Home
, a direct seller of tools designed for women as well as home security systems;
Agel Enterprises
, a global seller
of nutritional products in gel form as well as a skin care line, operating in 40 countries;
Paperly
, which offers a line
of custom stationery and other personalized products;
My Secret Kitchen
, a U.K.-based seller of gourmet food products;
Uppercase
Living
, which offers an extensive line of customizable vinyl expressions for display on walls in the home; and
Kleeneze
,
a UK-based seller of cleaning, health, beauty, home, outdoor and a variety of other products. CVSL also includes
Happenings
,
a lifestyle publication and marketing company.
Cautionary Note Regarding Forward-Looking Statements:
This press release contains forward-looking statements that
involve risks and uncertainties. All statements other than statements of historical fact contained in this press release are forward-looking
statements. We have attempted to identify forward-looking statements by terminology including "anticipate", "believe,"
"can", "continue", "could", "estimate", "expect", "intend,"
"may", "plan", "potential", "predict", "project", "should,"
or "will" or the negative of these terms or other comparable terminology. Although we do not make forward-looking statements
unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. These statements include statements
about CVSL continuing to make acquisitions and are based upon current beliefs, expectations and assumptions. These statements are
subject to a number of risks and uncertainties, as to CVSL's ability to continue making acquisitions and CVSL's ability
to successfully integrate Kleeneze into its company and other risks outlined under "Risk Factors" in CVSL's Annual
Report on Form 10-K/A for its fiscal year ended December 31, 2014 and those risks discussed in other documents we file with the
Securities and Exchange Commission, which may cause our actual results, levels of activity, performance, or achievements expressed
or implied by these forward-looking statements to differ materially from expectations. Except as required by law, we undertake
no obligation to update or revise publicly any of the forward-looking statements after the date of this press release to conform
our statements to actual results or changed expectations.
CVSL Media Contact
: Russell Mack (
rmack@cvsl.us.com
)

text: CVSL

text: KLEENEZE

text: CVSL Inc.

text: CVSL

text: Kleeneze

text: Kleeneze

text: CVSL

text: Kleeneze

text: CVSL

text: CVSL

text: CVSL

text: CVSL

text: Kleeneze

text:
Findel
PLC

text: HSBC Bank PLC

text: CVSL

text: Kleeneze

text: Kleeneze

text: CVSL

text: CVSL

text: CVSL

text: CVSL

text: Kleeneze

text: CVSL

text: CVSL

text: CVSL

text: CVSL

text: Kleeneze

text: CVSL

text: CVSL


text:
EX-99.1
4
d670038dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
VISTA EQUITY PARTNERS COMPLETES ACQUISITION OF APPTIO
Bellevue, WA, January
10, 2019
-
Apptio, Inc
., software that fuels the digital transformation, today announced that it
has been acquired by Vista Equity Partners ("Vista"), a leading investment firm focused on software, data and technology-enabled businesses. The $1.94 billion transaction, originally announced on November 11, 2018, was approved
by Apptio's stockholders on January 8, 2019 and completed on January 10, 2019.
"More than a decade ago, we began building the next
great cloud software platform to help companies make smart decisions as they plan, analyze, and optimize technology investments", said Sunny Gupta,
co-founder
and CEO of Apptio. "The resources and
financial strength of Vista will allow Apptio to enter our next chapter of growth, maintain our commitment and passion for customers, and cement our leadership position in fueling digital transformation at hundreds of organizations of all sizes
around the world".
Following the transaction, Gupta will stay on as CEO, Apptio headquarters will remain in Bellevue, WA, and Apptio will continue
to operate independently as Apptio, Inc.
With the completion of the acquisition, Apptio common stock ceased trading and is no longer listed on the NASDAQ
Stock Market.
Qatalyst Partners acted as the exclusive financial advisor to Apptio and Wilson Sonsini Goodrich & Rosati served as legal advisor
to Apptio to support the acquisition. Vista's legal advisor is Kirkland & Ellis LLP.
About Apptio
Apptio is the leading software to fuel digital transformation. We help technology and finance leaders make smart decisions as they plan, analyze, and optimize
technology investments in pursuit of digital transformation. Apptio's software uses machine learning to translate technology costs and utilization across
on-premises
systems, vendors, projects, agile and
cloud systems into a holistic, business-centric view. With Apptio, IT leaders make smarter digital transformation investments. Companies of all sizes and geographies trust Apptio to fuel their digital transformation, including 50% of the Fortune
100. For more information, please visit
www.Apptio.com
.
About Vista Equity Partners
Vista Equity Partners is a U.S.-based investment firm with offices in Austin, Chicago, New York City, Oakland, and San Francisco with more than
$46 billion in cumulative capital commitments. Vista exclusively invests in software, data, and technology-enabled organizations led by world-class management teams. As a value-added investor with a long-term perspective, Vista contributes
professional expertise and multi-level support towards companies to realize their full potential. Vista's investment approach is anchored by a sizable long-term capital base, experience in structuring technology-oriented transactions, and
proven management techniques that yield flexibility and opportunity. For more information, please visit
www.vistaequitypartners.com.
Media
Contacts
Apptio:
Sarah Vreugdenhil
pr@apptio.com
Vista Equity Partners:
Alan H. Fleischmann
vista@laurelstrategies.com
###

label: fund

text: VISTA EQUITY PARTNERS

override: fund

text: APPTIO

text: Apptio

text: Vista Equity Partners

text: Apptio

text: Apptio

text: Apptio

text: Apptio

text: Apptio

text: Apptio

text: Apptio

text: Qatalyst Partners

text: Apptio

text: Wilson Sonsini Goodrich & Rosati

text: Apptio

text: Kirkland & Ellis LLP

text: Apptio

text: Apptio

text: Apptio

text: Apptio

text: Apptio

text: Vista Equity Partners

text: Vista Equity Partners

text: Apptio

text: Vista Equity Partners


text:
EX-99.1
2
v415275_ex99-1.htm
EXHIBIT 99.1
EXHIBIT 99.1
Royal Gold Acquires Gold Stream on Teck's
Carmen de Andacollo Mine
DENVER, COLORADO.
JULY 9, 2015: ROYAL GOLD, INC. (NASDAQ:RGLD; TSX: RGL)
("RGI") announces that its wholly owned subsidiary
RGLD Gold AG ("Royal Gold" or the "Company") entered into a $525 million gold offtake agreement with Compañía
Minera Teck Carmen de Andacollo ("CMCA"), a 90% owned subsidiary of Teck Resources Limited ("Teck"). The
transaction will encompass certain exploitation concessions by CMCA on the Carmen de Andacollo copper-gold mine, any mining concessions
acquired within a 1.5 kilometer area of interest, and certain other mining concessions that CMCA may acquire.
The offtake agreement
on Carmen de Andacollo is separate and distinct from the former royalty of Royal Gold Chile Limitada, a wholly owned subsidiary
of RGI ("RG Chile"), on the Carmen de Andacollo mine, which was terminated with an economic effective date of June
30, 2015.
Tony Jensen, President
and Chief Executive Officer of RGI, commented, "This stream gives Royal Gold a larger interest in gold from Andacollo for
a longer period and increases our optionality to new discoveries through an expanded area of interest. This transaction is yet
another step towards our goal of adding new business to diversify and balance our revenue sources, and we are pleased to do so
with a high quality partner such as Teck".
Transaction Details
·
Royal Gold made a $525 million advance payment in cash to CMCA
·
CMCA will deliver to Royal Gold 100% of payable gold from Carmen de Andacollo until 900,000 ounces
have been delivered, and 50% thereafter, subject to a fixed payable percentage of 89%
·
Royal Gold will also pay CMCA 15% of the monthly average gold price for the month preceding the
delivery date
Transaction Highlights for Royal
Gold
·
Larger economic interest in terms of duration and gold interest in Carmen de Andacollo relative
to RG Chile's prior royalty
·
Expanded footprint encompassing additional mineral rights and a 1.5 kilometer area of interest
relative to RG Chile's prior royalty
·
Estimated average annual deliveries of approximately 41,000 payable gross gold ounces over the
life of mine (50,000 payable gross ounces over the first five years)
·
Proven and probable reserves of 1.6 million contained gold ounces grading 0.11 g/t gold and a 22
year mine life reported by Teck as of December 31, 2014
·
Long operating history including 5+ years of concentrator operations and prior relationship with
RG Chile
·
Well-respected partner in Teck, Canada's largest diversified resource company
·
Adds to the Company's strong geopolitical footprint with another investment in Chile
About the Offtake Agreement between
Royal Gold and CMCA
·
The offtake agreement is effective July 1, 2015, and applies to all final settlements of gold received
on or after that date
·
Deliveries to Royal Gold will be made monthly
·
Royal Gold plans to sell the gold within a few weeks of receiving each delivery
·
Revenue from the delivered gold will be recognized after the sale has occurred
·
Royal Gold expects to begin receiving gold deliveries in its first fiscal quarter of 2016 (ended September 30, 2015)
About the Carmen de Andacollo Mine
Carmen de Andacollo
is located in Region IV in central Chile, approximately 350 kilometers north of Santiago, near the southern limit of the Atacama
Desert. In operation since 1996, Carmen de Andacollo is an open pit mine which currently produces primarily copper in concentrates
from the hypogene portion of the orebody. In 2010, the mine's life was extended by approximately 20 years with the achievement
of commercial production at its new copper concentrator.
CORPORATE PROFILE
Royal Gold, Inc. is
a precious metals royalty and stream company engaged in the acquisition and management of precious metal royalties, streams, and
similar production based interests. RGI owns interests on 196 properties on six continents, including interests on 37 producing
mines and 24 development stage projects. Royal Gold, Inc. is publicly traded on the NASDAQ Global Select Market under the
symbol "RGLD", and on the Toronto Stock Exchange under the symbol "RGL." RGI's website is located
at
www.royalgold.com
.
About Teck
Teck is a diversified
resource company committed to responsible mining and mineral development with major business units focused on copper, steelmaking
coal, zinc and energy. Headquartered in Vancouver, Canada, its shares are listed on the Toronto Stock Exchange under the symbols
TCK.A and TCK.B and the New York Stock Exchange under the symbol TCK.
For further information, please
contact:
Karli Anderson
Vice President Investor Relations
(303) 575-6517
Cautionary
"Safe Harbor" Statement Under the Private Securities Litigation Reform Act of 1995:
With the exception of historical
matters, the matters discussed in this press release are forward-looking statements that involve risks and uncertainties that could
cause actual results to differ materially from projections or estimates contained herein. Such forward-looking statements include
statements about Royal Gold's offtake agreement with CMCA, as well as expectations concerning development, production and
mine life at the Carmen de Andacollo mine. Factors that could cause actual results to differ materially from the projections include,
among others, precious metals prices; actual tax rates; performance of and production at the properties subject to our royalty
and stream interests; decisions and activities of the operators of these properties; operators' delays in securing or inability
to secure necessary governmental permits; changes in operators' project parameters and timelines as plans continue to be
refined; economic and market conditions; unanticipated grade, geological, metallurgical, processing, regulatory and legal or other
problems that the operators of mining properties may encounter; completion of feasibility studies; the ability of the various operators
to bring projects into production as expected; and other subsequent events, as well as other factors described in RGI's Annual
Report on Form 10-K, Quarterly Reports on Form 10-Q, and other filings with the Securities and Exchange Commission. Most of
these factors are beyond RGI's ability to predict or control. RGI disclaims any obligation to update any forward-looking
statement made herein. Readers are cautioned not to put undue reliance on forward-looking statements.
Cautionary Note to U.S. Investors Concerning
Estimates of Proven and Probable Mineral Reserves:
The mineral reserve estimates reported
by Teck were prepared in accordance with Canadian Institute of Mining, Metallurgy and Petroleum Definition Standards for Mineral
Resources and Mineral Reserves, as incorporated by reference in National Instrument 43-101. RGI has not reconciled the reserve
estimates provided by Teck with definitions of reserves used by the U.S. Securities and Exchange Commission.
2

text: Royal Gold

text: ROYAL GOLD

text: RGLD Gold AG

text: Royal Gold

text: Royal Gold

text: Tony Jensen

text: Royal Gold

text: Royal Gold

text: Royal Gold

text: Royal Gold

text:
Royal
Gold

text: Royal Gold

text: Royal Gold

text: Royal Gold

text: Royal Gold

text: Royal Gold

text: Royal Gold

text: Karli Anderson

text: Royal Gold


text:
EX-99.1
2
exhibit991_ex99z1.htm
PRESS RELEASE DTD 8-6-12
Converted by EDGARwiz
Exhibit 99.1
Media Contacts:
Robyn Tice-617.672.8940
Robert Brunelle-514.390.1225
rtice@eatonvance.com
rbrunelle@hexavest.com
Eaton Vance Corp. Completes Acquisition of 49 Percent Interest in Hexavest Inc.
Boston, MA, August 6, 2012
- Eaton Vance Corp. (NYSE:EV) and Hexavest Inc. announced today the completion of the previously announced purchase by Eaton Vance of a 49 percent interest in Hexavest. The employee shareholders of Hexavest will continue to control the company and direct its operations. Eaton Vance assumes primary responsibility for Hexavest's new business development outside of Canada, and will launch mutual funds in the U.S. and offshore markets to be sub-advised by Hexavest.
"We are pleased to welcome our Hexavest partners to the Eaton Vance family", said Thomas E. Faust Jr., Chairman and Chief Executive Officer of Eaton Vance. "I am confident they will continue to serve their clients with distinction as we collaborate to further their business development".
Based in Montreal, Hexavest Inc. provides discretionary management of equity and tactical asset allocation strategies to institutions in Canada, the United States, Europe and the Asia Pacific region using a predominantly top-down investment style. As of June 30, 2012, Hexavest managed $10.6 billion of client assets invested primarily in
global and global ex-U.S. equity mandates. Hexavest was founded in 2004 and utilizes an investment approach that has been consistently applied since 1991. For more information about Hexavest, visit www.hexavest.com.
Eaton Vance Corp. is one of the oldest investment management firms in the United States, with a history dating to 1924. Eaton Vance and its affiliates managed $192.3 billion in assets as of June 30, 2012, offering individuals and institutions a broad array of investment strategies and wealth management solutions. The Company's long record of providing exemplary service, timely innovation and attractive returns through a variety of market conditions has made Eaton Vance the investment manager of choice for many of today's most discerning investors. For more information about Eaton Vance, visit www.eatonvance.com.

text: Eaton Vance Corp.

text: Hexavest Inc.

text: Eaton Vance Corp.

text: Hexavest Inc.

text: Eaton Vance

text: Hexavest

text: Hexavest

text: Eaton Vance

text: Hexavest

text: Hexavest

text: Hexavest

text: Eaton Vance

text: Eaton Vance

text: Hexavest Inc.

text: Hexavest

text: Hexavest

text: Hexavest

text: Eaton Vance Corp.

text: Eaton Vance

text: Eaton Vance

text: Eaton Vance


text:
EX-99.1
13
a08-11172_1ex99d1.htm
EX-99.1
Exhibit 99.1
MacroChem Corporation
80 Broad Street, 22
nd
Floor
New York, NY 10004
Phone: 212-514-8094
Fax: 212-514-8613
NEWS
Release:
IMMEDIATE
Contact:
David P. Luci - President & Chief Business Officer
(212) 514-8094
MacroChem Acquires Virium
Pharmaceuticals
Adds Pipeline of Oncology
Products Including Novel Nucleoside Analogue;
New CEO and Directors
Appointed
New York,
New York, April 23, 2008
-
MacroChem Corporation
(OTCBB: MACM) announced today that on April 18,
2008 it acquired Virium Pharmaceuticals Inc., a non-public, development
stage company developing and commercializing novel therapeutics, with a
portfolio of clinical stage product candidates focused in oncology, including
its next generation nucleoside analogue licensed from the Southern Research
Institute. Virium has a pipeline of
oncology products that target a variety of niche cancer indications. MacroChem will issue approximately 23 million
shares of common stock to Virium shareholders in this acquisition. In connection with the acquisition, Dr. James
Pachence, Virium's President and CEO has been appointed Chief Executive Officer
of the combined Company and David P. Luci, Esq. has been named President &
Chief Business Officer.
Mr. Robert
DeLuccia, the combined company's Chairman stated, "This is a bold and proactive
strategic move for MacroChem as the combined company will benefit from Virium's
pipeline of product candidates which target certain niche cancer indications
and have already been tested in Phase I / II clinical trials." He further stated, "We are very pleased to
add Dr. Pachence to the management team, as we believe his drug
development expertise and experience specific to the Virium assets will add
substantially to MacroChem's internal capabilities".
Dr. Pachence
stated, "I am delighted to be joining MacroChem and contributing to a new
collaborative effort of highly respected pharmaceutical executives. I have every confidence we have the
capability to create value for our stockholders as we determine our strategic
priorities and set our development objectives in motion".
In
accordance with the terms of the merger, Drs. John Zabriskie and Michael
Davis and Messrs. Peter Martin and Paul Echenberg have resigned from the
Company's board of directors. Messrs. Robert
DeLuccia, Mark Alvino and Jeffrey Davis remain on the board. Dr. James Pachence and David Luci, Esq.
have been added to the board. Mr. Luci
had served as the MacroChem's Chief Financial Officer, General Counsel &
Vice President, Corporate Development. In his capacity as President & Chief
Business Officer, Mr Luci will assume the responsibilities of Chief Operating
Officer, and continue his responsibilities as Chief Financial Officer and
General Counsel. Mr. DeLuccia also
commented, "Special thanks are in order to the departing Directors for their
years of service to the Company and their supportive role in this transaction
for the best interests of our stockholders".
About Virium
Virium is a non-public, development stage company
whose business is developing and commercializing novel therapeutics
with a focus in oncology. Virium has
in-licensed opportunities for the development and commercialization of several
oncology-related compounds and technologies in order to advance them along the
regulatory and clinical pathways toward commercial approval. These opportunities involve compounds that
Virium believes show promising late-stage pre-clinical or early clinical data.
Virium's VP701 development program
involves a novel nucleoside
analogue,
4'-thio-beta-D-arabinofuranosylcytosine. This compound is within a certain
class of anti-cancer drugs generally characterized as cytotoxic agents with
proven success in certain blood-borne cancers. In pre-clinical
studies, VP701 has shown activity against leukemia, colon, lung, prostate,
pancreatic, renal, and breast cancers. There have been two dose-escalation
Phase I clinical trials completed in patients with advanced solid tumor
malignancies, showing encouraging results.
Virium's
VP101 development program involves an amino acid derivative commonly known as
sodium phenylbutyrate ("PB"). Through sponsorships with the National
Cancer Institute ("NCI"), Virium has been investigating the potential uses of
VP101 in the treatment of various cancer types, including leukemia, colorectal
cancer, prostate cancer, and brain cancer.
Phase I studies have been carried out to investigate the safety,
tolerability, and pharmacokinetics
(studies
to determine the absorption, distribution, metabolism and excretion of a drug)
of VP101, and a number of Phase I/II studies have indicated utility for
treatment of malignant glioma, certain leukemias, and advanced prostate
cancer. Sodium PB has received orphan designation by the FDA as an
adjunct to surgery, radiation therapy and chemotherapy for the treatment of
patients with primary and recurrent malignant glioma. An additional
PB program, VP1301, is designed to create a topical formulation of PB for the
treatment of cutaneous radiation syndrome.
Virium's VP600 development program,
licensed from the University of Medicine and Dentistry of New Jersey, is based
on a family of novel, small-molecule compounds that are in the class known as
tubulin binding agents. One compound, VP601, has initially exhibited
strong broad-spectrum in vitro tubulin polymerization inhibitory activity and
cytotoxicity against numerous cancer cell lines tested thus far, including
cervical, ovarian, breast, prostate, leukemia, and colon tumors and several
multi-drug resistant tumors. Initial in vivo testing has yielded
promising data for the use of this compound in colorectal cancer. Structurally these compounds are notable for
their low molecular weight, ease of synthesis, absence of chiral
(stereochemical) centers, chemical stability, and oral activity. Consequently, these compounds may represent a
new arsenal which could be deployed as significant anti-cancer agents.
About MacroChem
MacroChem Corporation is a specialty pharmaceutical
company that develops and seeks to commercialize pharmaceutical products. Our lead product candidates are EcoNail® and
pexiganan. EcoNail is a topically
applied SEPA-based econazole lacquer for the treatment of onychomycosis, a
condition commonly known as nail fungus.
We recently acquired exclusive worldwide license rights to pexiganan, a
novel topical anti-infective for the treatment of diabetic foot infection,
which has already completed two Phase 3 trials.
Our other clinical stage product candidate, Opterone
®
, is a
topically applied SEPA-based testosterone cream designed to treat male
hypogonadism. Our pipeline of clinical-stage and early-stage product
candidates includes products based on our SEPA, MacroDerm
TM
and
DermaPass
TM
drug delivery technologies. For more information visit our website,
www.macrochem.com.
Forward-Looking Statements
With
the exception of historical information contained in this press release, the
matters described herein are forward-looking statements that involve risks and
uncertainties. MacroChem's actual results may differ significantly from
the results discussed in the forward-looking statements. Factors that
might cause such a difference include, but are not limited to, those discussed
or referred to in the section entitled "Risk Factors" in MacroChem's Annual
Report on Form 10-K, as well as those discussed elsewhere therein, and
include, without limitation, risks regarding product development, the timing
and results of clinical trials, the regulatory approval process, capital
requirements, financial condition, patent protection and dependence on third
parties for development and licensing arrangements. Readers are cautioned
not to place undue reliance on these forward-looking statements, which speak
only as of the date hereof. MacroChem undertakes no obligation to update
publicly any forward-looking statements, whether as a result of new
information, future events or otherwise. For more information visit our
website, www.macrochem.com.
Contact:
David Luci, President & Chief Business
Officer
(212) 514-8094
dluci@macrochem.com
# # #
2

text: MacroChem Corporation

text: MacroChem

text:
Virium
Pharmaceuticals

text: MacroChem Corporation

text: Virium Pharmaceuticals Inc.

text: MacroChem

text:
James
Pachence

text: MacroChem

text: MacroChem

text: MacroChem

text: James Pachence

text: David Luci

text: MacroChem

text: MacroChem

text: MacroChem Corporation

text: MacroChem

text: MacroChem

text: MacroChem

text: David Luci


text:
EX-99.1
8
cpe-20141008ex991d79b2a.htm
EX-99.1 - CLOSING OF ACQUISITION AND NEW DEBT PRESS RELEASE
Exhibit 991 - Closing of Acquisition and Related Financing Transaction Press Release
Exhibit 99.1
Callon Petroleum Company Completes Core Midland Basin Acquisition and Related Financing Transactions
Natchez, MS (October 8, 2014) - Callon Petroleum Company (NYSE: CPE) ("Callon" or the "Company") today announced the closing of its previously announced acquisition of 6,230 gross (3,862 net) surface acres and associated production located in Midland, Andrews, Martin and Ector Counties, Texas. Including estimated purchase price adjustments, total net consideration paid for the acquisition was approximately $205 million. The properties have historically been developed with vertical wells, although horizontal activity has recently been progressed. Two horizontal Wolfcamp B wells have been drilled since June 2014 with one, the Casselman 8-1H, currently flowing back and another, the Bohannon 24-2H, in the process of completion. In addition, the Casselman 40-4H, a horizontal Lower Spraberry well, is in the process of drilling.
Fred Callon, Chairman and CEO commented, "This strategic acquisition adds critical mass in an area of the Midland Basin with established development of multiple horizontal zones, where we have also demonstrated our capabilities as an operator in adjacent fields. Importantly, we believe that our recently completed equity and debt market transactions, combined with an increased borrowing base, provide a solid base of long-term capital and liquidity to execute our operational plans in 2015 and beyond".
In conjunction with the acquisition, the Company recently completed an equity offering for $129 million in gross proceeds and a new term loan for $300 million in gross proceeds. Pro forma for the completion of the acquisition and closing of the financings, the Company estimates its total liquidity position to be approximately $242 million as of September 30, 2014, including availability under an amended borrowing base level of $250 million. The new term loan, which replaced the Company's previous $125 million term loan facility, is secured by a second lien on assets pledged under the Company's revolving credit facility and bears interest on Eurodollar advances at a rate of LIBOR plus 7.50% per annum. The maturity date of the term loan facility is October 8, 2021 and is prepayable at a declining premium, beginning at 102% after one year. Additional information regarding the new term loan will be filed on a Form 8-K with the Securities and Exchange Commission.
About Callon Petroleum Company
Callon is an independent energy company focused on the acquisition, development, exploration, and operation of oil and gas properties in the Permian Basin in West Texas.
Cautionary Statement Regarding Forward Looking Statements
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 include all statements regarding the recently completed acquisition and the implementation of the Company's business plans and strategy, as well as statements including the words "believe", "expect", "plans" and words of similar meaning. These statements reflect the Company's current views with respect to future events and financial performance. No assurances can be given, however, that these events will occur or that these projections will be achieved, and actual results could differ materially from those projected as a result of certain factors. Some of the factors which could affect future results and could cause results to differ materially from those expressed in forward-looking statements include the volatility of oil and gas prices, operational, regulatory and environment risks, and the Company's ability to realize the anticipated benefits of the recently completed acquisition, to drill and complete wells, to finance our activities, as well as other risks more fully discussed in the Company's filings with the Securities and Exchange Commission, including its Annual Reports on Form 10-K, available on Callon's website or the SEC's website at www.sec.gov.
This news release is posted on the Company's website at www.callon.com and will be archived there for subsequent review. It can be accessed from the "News" link on the top of the homepage.
For further information contact:
Joe Gatto
Chief Financial Officer, Senior Vice President and Treasurer
1-800-451-1294

text: Callon Petroleum Company

text: Callon Petroleum Company

text: Fred Callon

text: Callon Petroleum Company

text: Joe Gatto


text:
EX-99.1
2
a06-5628_4ex99d1.htm
EX-99
Exhibit
99.1
FOR
IMMEDIATE RELEASE
CKx, Inc
Media Contact:
Sean Cassidy
212-981-5233
Ed Tagliaferri
212-981-5182
Robert Zimmerman
212-981-5118
CKX PARTNERS WITH MUHAMMAD ALI
COMPANY ACQUIRES
80% INTEREST IN
NAME, IMAGE, LIKENESS, TRADEMARKS AND EXISTING LICENSING AGREEMENTS
OF THE "GREATEST OF ALL TIME"
New York,
N.Y. - (April 11, 2006)
-
CKX, Inc.
(NASDAQ: CKXE)
, announced today that it has acquired an 80% interest
in the name and likeness of
Muhammad Ali
,
widely recognized as the greatest athlete of the 20th century and goodwill ambassador
to the world. The transaction includes the rights to the name, image and
likeness of Mr. Ali, certain trademarks owned by Mr. Ali and his affiliates and
the rights to all existing Ali license agreements. Mr. Ali, through affiliates,
will retain a 20% interest in the business, which will be operated through a
newly formed company named
G.O.A.T. LLC.
G.O.A.T.,
which stands for
"Greatest of All Time,"
is a
trademark of G.O.A.T. LLC and the name by which Mr. Ali is recognized globally.
This transaction is
a continuation of CKX's mission to partner with iconic content and to use its
resources to preserve, protect and grow this content. Mr. Ali, together with
his wife, Lonnie Ali, is expected to actively work with CKX to continue to promote
his cultural and philosophical legacy throughout the world.
For more detailed
information about this transaction see our Current Report on Form 8-K, which
may be obtained at the Company's website at www.ckx.com or at the SEC's web site
at www.sec.gov.
Commenting on the transaction,
Mr. Sillerman said, "Muhammad Ali is truly the Greatest of All Time. Very few
individuals have so dedicated their focus to promoting social well-being on a
global basis. While we all recognize that Muhammad Ali is one of the greatest
athletes of all time, his achievements outside of the boxing ring are certainly
as great as his ascent to three-time world heavyweight champion. We are so
pleased that we will be working together with Muhammad Ali and Lonnie Ali to
ensure that his message continues its global reach".
1
Mr. Ali added, "This
relationship with CKX will help guarantee that, for generations to come, people
of all nations will understand my beliefs and my purpose. I am honored to be
able to partner with CKX as they continue to grow".
Mr. Ali's wife,
Lonnie Ali stated, "We are so pleased to be working with Bob Sillerman and his
team at CKX. They have proven once again that they can protect and respect the
integrity of art and artists while simultaneously using their resources to
build for the future. We look forward to many successful years ahead".
The Company funded this acquisition of the business with cash on hand. The
Company simultaneously announced that it had agreed in principle with a
consortium of banks to increase and amend its existing $50 million financing
commitment to a $125 million revolving credit facility. The new facility is the
first step in creating a more permanent capital structure and will be used to find
working capital needs and to pursue additional acquisitions.
About Muhammad Ali
More than 40 years
after he burst onto the scene as a gold-medal winner at the 1960 Rome Olympics,
Muhammad Ali remains one of the world's most recognized figures, known and
loved around the globe.
Muhammad Ali has
been named the "Athlete of the Century" by
USA Today
and
Sports Illustrated
and he continues to receive praise for
his contribution to sports. Muhammad Ali was also named BBC's "Sports Personality
of the Century" and the World Sports Award's "World Sportsman of the Century".
As a three-time
undisputed heavyweight champion of the world, with the foot speed of a
lightweight and the hand speed of a featherweight, Muhammad Ali brought
unprecedented speed and grace to his sport. His charm and wit changed forever
what the public expected a champion to be. His accomplishments in the ring are
legendary - two fights with Sonny Liston, where he proclaimed himself "The
Greatest" and proved he was; three epic matches with Joe Frazier; the stunning
victory over George Foreman in the Rumble in the Jungle; and dethroning Leon
Spinks to become heavyweight champion for the unprecedented third time.
Championing the
causes of the developing world has become a major focus of Muhammad Ali's life.
He has been a relentless advocate for people in need, supporting relief and
development initiatives and hand-delivering food and medical supplies to
hospitals and orphanages in Africa and Asia. In addition to his international
efforts, Muhammad Ali is equally devoted to helping charities at home.
Muhammad Ali has
been the recipient of countless awards for his humanitarian efforts. In
addition to being honored by Amnesty International with their "Lifetime
Achievement Award", the Secretary-General of the United Nations appointed him "United
Nations Messenger of Peace." Muhammad
Ali was named the "International Ambassador of Jubilee 2000", a global
organization dedicated to relieving debt in developing nations,
2
cited as "Mr.
International Friendship" by former President Jimmy Carter and, in November
2005, he was honored with the Presidential Medal of Freedom Award.
Also in November
2005, Muhammad Ali and his wife Lonnie opened The Muhammad Ali Center in
Louisville, Kentucky. The Center's
mission is to preserve the legacy and values of Muhammad Ali while inspiring
others to be as great as they can be.
About CKX, Inc.
CKX, Inc. is
engaged in the ownership, development and commercial utilization of
entertainment content. To date, the Company has focused on acquiring globally
recognized entertainment content and related assets, including the rights to
the name, image and likeness of Elvis Presley, the operations of Graceland and
proprietary rights to the IDOLS television brand, including the
American Idol
series in the United States and local
adaptations of the IDOLS television show format which, collectively, air in
over 100 countries around the world. CKX plans to continue to make strategic
acquisitions of, or partner or align with, companies or individuals that
control various forms of established entertainment content. For more
information about CKX, Inc., visit our corporate website at www.ckx.com.
This document
includes certain forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements are based on
management's current expectations or beliefs, and are subject to uncertainty
and changes in circumstances. Actual results may vary materially from those
expressed or implied by the statements herein due to changes in economic,
business, competitive, technological and/or regulatory
factors, acquisitions of dispositions of business assets, and the
potential impact of future decisions by management that may result in merger
and restructuring charges, as well as the potential impact of any future
impairment charges to goodwill or other intangible assets. More detailed
information about these factors may be found in filings by CKX, Inc. with the
Securities and Exchange Commission. CKX, Inc. is under no obligation to,
and expressly disclaims any such obligation to, update or alter its
forward-looking statements, whether as a result of new information, future
events, or otherwise.
3

text: CKx

text: CKX

text:
MUHAMMAD ALI
COMPANY

text: CKX, Inc.

text: Muhammad Ali

text: CKX

text: CKX

text: Muhammad Ali

text: Muhammad Ali

text: Muhammad Ali

text: CKX

text: CKX

text: CKX

text: Muhammad Ali

text: Muhammad Ali

text: Muhammad Ali

text: Muhammad Ali

text: Muhammad Ali

text: Muhammad Ali

text: Muhammad Ali

text: Muhammad Ali

text:
Muhammad
Ali

text: Muhammad Ali

text: Muhammad Ali

text: Muhammad Ali

text: CKX, Inc.

text: CKX, Inc.

text: CKX

text: CKX, Inc.

text: CKX, Inc.

text: CKX, Inc.


text:
EX-99.1
3
a10-18764_1ex99d1.htm
EX-99.1
Exhibit 99.1
Bruker Completes Acquisition of
the
Atomic Force Microscopy and
Optical Industrial Metrology Instruments Businesses from Veeco
BILLERICA, Mass., October 7,
2010 - Bruker Corporation (NASDAQ: BRKR) today announced the closing of its
acquisition of the Atomic Force
Microscopy (AFM) and the Optical Industrial Metrology (OIM) instruments
businesses from Veeco Instruments, Inc. (NASDAQ: VECO) for $229.4 million in cash.
The industry-leading AFM
scientific instruments business headquartered in Santa Barbara, California, as
well as the OIM business based in Tucson, Arizona, along with the global
AFM/OIM field sales, applications and support organizations, have now become
part of the Bruker Nano Division, which is part of the Bruker AXS Group, adding
more than 350 employees in eleven countries.
The 2009 revenues for the
AFM and OIM instruments businesses were derived approximately 38% from
Asia-Pacific, 31% from the Americas, and 31% from Europe, and in terms of
customers approximately 45% from applied/industrial customers and 55% from
academic/government customers.
The acquired AFM and OIM businesses are highly complementary to Bruker's
existing systems and solutions, and the combined product portfolio transforms
Bruker into a global leader in materials research and nanotechnology analysis
instrumentation. In addition to the
newly acquired AFM and OIM product lines, Bruker offers a broad range of
high-performance X-Ray Diffraction (XRD), X-Ray Fluorescence (XRF), XRF
microanalysis (μXRF), vibrational spectroscopy (FTIR, NIR, Raman) and AFM
hybrid (e.g. AFM-Raman, AFM-optical microscopy) systems, as well as EDS and
EBSD analyzer accessories for third-party electron microscopes, all used for
surface analysis in materials, life-science and nanotechnology R&D and
quality control.
Bruker has long been a global leader in life-science research tools with a
focused portfolio of high-performance NMR, pre-clinical MRI, EPR, life-science
mass spectrometry and X-ray crystallography instruments. In May 2010, Bruker also expanded its
mass spectrometry portfolio into the chemical analysis markets with the
acquisition of laboratory GC, GC-MS/MS and ICP-MS product lines of Varian Inc.
Frank
Laukien, President and CEO of Bruker Corporation, stated: "We are very excited
about the addition of these highly regarded AFM and OIM businesses to Bruker,
as they complement our focused product and market strategies very well. With these additional high-performance and industry-leading
products, Bruker can now serve its global customers and markets even
better. Moreover, we cordially welcome
the many talented and motivated new AFM and OIM colleagues who have just joined
Bruker."
Mark
R. Munch, Ph.D., previously the Executive Vice President of Veeco's Metrology
and Instrumentation Business, has been appointed President of Bruker Nano, Inc.
with responsibility for the acquired AFM and OIM businesses. Dr. Munch
received his Ph.D. in Chemical Engineering from Stanford University. He has been the Veeco Executive Vice
President, Metrology and Instrumentation since February 2008. From 2006 to 2008, he was Senior Vice
President and General Manager of the Commercial Lasers and
Components
Group of Coherent Inc. From 2004 to
2006, Dr. Munch was Chief Executive Officer and President of Cooligy
Inc. Prior to that, he held a number of executive and general
management positions at Corning Inc., Tyco Electronics Corporation, and Raychem
Corporation.
Dr. Munch commented: "Together with Bruker, we
now have a tremendous new ability to further develop innovative products that
will evolve the industry and how we measure and obtain nanoscale
information. Bruker has been extremely
supportive from the start and is dedicated to ensuring that our current and
future customers receive the highest performing and most innovative instruments
with unsurpassed service".
Financial Outlook for Acquired
Bruker Nano AFM and OIM Businesses
Bruker expects the newly
acquired businesses to contribute approximately $20 million of revenue in the
fourth quarter of 2010. AFM and OIM
revenues in the fourth quarter of 2010 will be significantly lower than recent
quarterly averages due to the planned implementation of Bruker's revenue
recognition policy, where most systems will be recognized as revenue upon
signed customer acceptance. The
implementation of this revenue recognition policy will cause a one-time delay
in AFM and OIM revenues in the fourth quarter of 2010, and is also expected to
increase backlog at year-end compared to historical balances. Accordingly, in the fourth quarter of 2010,
Bruker expects the AFM and OIM businesses to generate a GAAP operating loss of
$6.5-$7.5 million, and a GAAP loss per share of $0.04-$0.05, primarily due to
this one-time shift in revenue recognition.
Included in these fourth quarter 2010 GAAP estimates are
acquisition-related charges of approximately $0.6 million for transitional
services provided to Bruker, approximately $1.5 million associated with the
required step-up of acquired inventory and fixed assets, as well as a non-cash
charge of approximately $1.7 million for amortization of acquisition-related
intangible assets, for a combined AFM/OIM acquisition-related charge of
approximately $3.8 million in the fourth quarter of 2010.
In 2011, the acquired Bruker
Nano AFM and OIM businesses are forecasted to contribute revenues greater than
$130 million, and adjusted operating margins (excluding acquisition-related and
non-cash intangible amortization charges) of greater than 15%. In 2011, Bruker expects to incur additional
AFM/OIM acquisition-related charges of approximately $1.0 million, and
approximately $7.0 million of non-cash charges associated with the amortization
of acquisition-related intangible assets, based on a preliminary purchase price
allocation. The overall effect is
expected to result in the new AFM and OIM businesses being approximately two to
four cents accretive to Bruker's 2011 GAAP EPS, and six to eight cents
accretive to 2011 adjusted
EPS.
Use of Non-GAAP Financial
Measures
In addition to the financial
measures prepared in accordance with generally accepted accounting principles
(GAAP), we describe certain non-GAAP financial measures, including adjusted
EPS, adjusted operating income and adjusted operating margin, which exclude acquisition-related
and restructuring and other charges. We exclude the above
items because they are
outside of our normal operations and/or, in certain cases, are difficult to
forecast accurately for future periods. We believe that the use of non-GAAP
measures helps investors to gain a better understanding of our core operating
results and future prospects, consistent with how management measures and
forecasts the company's performance, especially when comparing such results to
previous periods or forecasts.
About Bruker Corporation
Bruker Corporation is a leading provider of high-performance scientific
instruments and solutions for molecular and materials research, as well as for
industrial and applied analysis. For more information about Bruker Corporation,
please visit
www.bruker.com.
About Veeco
Veeco
makes equipment to develop and manufacture LEDs, solar panels, hard drives and
other devices. We support our customers through product development,
manufacturing, sales and service sites in the U.S., Korea, Taiwan, China,
Singapore, Japan, Europe and other locations.
Please visit us at www.veeco.com.
BRUKER
CAUTIONARY STATEMENT
Any statements contained in this press release that do
not describe historical facts may constitute forward-looking statements as that
term is defined in the Private Securities Litigation Reform Act of 1995. Any
forward-looking statements contained herein are based on current expectations,
but are subject to risks and uncertainties that could cause actual results to
differ materially from those projected, including, but not limited to, risks
and uncertainties relating to adverse changes in conditions in the global
economy and volatility in the capital markets, the integration of businesses we
have acquired or may acquire in the future, changing technologies, product
development and market acceptance of our products, the cost and pricing of our
products, manufacturing, competition, dependence on collaborative partners and
key suppliers, capital spending and government funding policies, changes in
governmental regulations, realization of anticipated benefits from economic
stimulus programs, intellectual property rights, litigation, and exposure to
foreign currency fluctuations and other risk factors discussed from time to
time in our filings with the Securities and Exchange Commission. These and
other factors are identified and described in more detail in our filings with
the SEC, including, without limitation, our annual report on Form 10-K for
the year ended December 31, 2009, our most recent quarterly reports on Form 10-Q
and our current reports on Form 8-K. We expressly disclaim any intent or
obligation to update these forward-looking statements other than as required by
law.
FOR FURTHER INFORMATION:
Stacey Desrochers
Bruker Director of Investor Relations
T: +1-978-663-3660, ext. 1115
E: stacey.desrochers@bruker.com

text: Bruker

text: Atomic Force Microscopy

text: Optical Industrial Metrology

text: Veeco

text: Bruker Corporation

text:
Atomic Force
Microscopy

text: Optical Industrial Metrology

text: Veeco Instruments, Inc.

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text:
Frank
Laukien

text: Bruker Corporation

text: Bruker

text: Bruker

text: Bruker

text: Veeco

text: Bruker

text: Veeco

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker

text: Bruker Corporation

text: Bruker Corporation

text: Bruker Corporation

text: Veeco

text: Veeco

text: BRUKER

text: Bruker


text:
EX-99.1
4
tmb-20200728xex99d1.htm
EX-99.1
Exhibit 99.1
PetIQ, Inc. Closes Acquisition of Capstar® Portfolio of Products
Accretive, Strategic Transaction Adds High-margin Sales and Enhances Product Manufacturing
EAGLE, Idaho - August 3, 2020 - PetIQ, Inc. ("PetIQ" or the "Company") (Nasdaq: PETQ), a leading pet medication and wellness company today announced the closing of the acquisition of the Capstar® portfolio of products, effective July 31, 2020. Capstar® is the #1 oral over-the-counter ("OTC") flea treatment product in the United States.
"We are excited to complete this transaction and believe Capstar's® highly profitable product offering fits perfectly with PetIQ's product offerings. This further advances our leadership position in helping pet parents find affordable animal health products for their pets", stated Cord Christensen, PetIQ's Chairman and CEO. "In a dynamic operating environment, we are very pleased that Capstar® has generated strong results year to date, increasing our confidence in its accretive growth opportunities and long-term value creation".
The Capstar portfolio is comprised of seven SKUs, including three private label SKUs which are sold under the Capaction® brand. Capstar® is an oral tablet for the treatment of flea infestations on dogs, puppies, cats and kittens and is currently the best-selling oral OTC flea treatment product in the United States. Additionally, Capstar® is the only oral OTC product for cats in the market today.
About PetIQ
PetIQ is a leading pet medication and wellness company delivering a smarter way for pet parents to help their pets live their best lives through convenient access to affordable veterinary products and services. The company engages with customers through more than 60,000 points of distribution across retail and e-commerce channels with its branded distributed medications, which is further supported by its own world-class medications manufacturing facility in Omaha, Nebraska. The company's national service platform, VIP Petcare, operates in over 3,400 retail partner locations in 41 states providing cost effective and convenient veterinary wellness services. PetIQ believes that pets are an important part of the family and deserve the best products and care we can give them. For more information, visit
www.PetIQ.com
.
Forward Looking Statements
This press release contains forward-looking statements that involve risks and uncertainties, such as statements about our plans, objectives, expectations, assumptions or future events. In some cases, you can identify forward-looking statements by terminology such as "anticipate", "estimate", "plan", "project", "continuing", "ongoing", "expect", "believe", "intend", "may", "will", "should", "could" and similar expressions. Forward-looking statements involve estimates, assumptions, known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from any future results, performances, or achievements expressed or implied by the forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be
achieved. Forward-looking statements are based on information available at the time those statements are made or management's good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to, the impact of COVID-19 on our business and the global economy; our ability to successfully grow our business through acquisitions; our dependency on a limited number of customers; our ability to implement our growth strategy effectively; disruptions in our manufacturing and distribution chains; competition from veterinarians and others in our industry; reputational damage to our brands; economic trends and spending on pets; the effectiveness of our marketing and trade promotion programs; recalls or withdrawals of our products or product liability claims; our ability to manage our manufacturing and supply chain effectively; disruptions in our manufacturing and distribution chains; our ability to introduce new products and improve existing products; our failure to protect our intellectual property; costs associated with governmental regulation; our ability to keep and retain key employees; our ability to sustain profitability; and the risks set forth under the "Risk Factors" of our Annual Report on Form 10-K for the year ended
December 31, 2019, our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020
and other reports filed from time to time with the
Securities and Exchange Commission
.
Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or operating results. The forward-looking statements speak only as of the date on which they are made, and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. In addition, 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. Consequently, you should not place undue reliance on forward-looking statements.
CONTACT:
Investor Relations Contact:
Media Relations Contact:
ICR
Jeff Sonnek
646-277-1263
jeff.sonnek@icrinc.com
ICR
Cory Ziskind
646-277-1232
cory.ziskind@icrinc.com

text: PetIQ, Inc.

text: Capstar® Portfolio

text: PetIQ, Inc.

text: Capstar® portfolio


text:
EX-99.1
2
a07-14237_1ex99d1.htm
EX-99.1
EXHIBIT
99.1
Media Contacts: Doug
Fitzgerald, Executive Vice President Marketing & Communications Tel:
630-322-6830 E-mail: doug.fitzgerald@rrd.com
Investor Contact: Dan Leib, Senior Vice President - Finance Tel:
312-326-7710 E-mail: dan.leib@rrd.com
Visant
John Sorensen, Vice President, Treasurer Tel: 914-595-8204 E-mail:
john.sorensen@visant.net
RR
Donnelley Completes Purchase Of Von Hoffmann
CHICAGO, IL and Armonk, NY - May 16, 2007 - R.R. Donnelley
& Sons Company (NYSE: RRD) and Visant Corporation
jointly announced today that RR Donnelley's
previously announced purchase from Visant Corporation of Von Hoffmann, a printer of books and other products
that serves primarily the education, trade and business-to-business catalog
segments, is complete. The $412.5 million acquisition agreement was announced
on January 3, 2007.
About RR Donnelley
RR Donnelley (NYSE: RRD) is the world's premier full-service provider of print
and related services, including business process outsourcing. Founded more than
140 years ago, the company provides solutions in commercial printing, direct
mail, financial printing, print fulfillment, labels, forms, logistics, call
centers, transactional print-and-mail, print management, online services,
digital photography, color services, and content and database management to
customers in the publishing, healthcare, advertising, retail, technology,
financial services and many other industries. The largest companies in the
world and others rely on RR Donnelley's scale, scope and insight through a
comprehensive range of online tools, variable printing services and
market-specific solutions. For more information, visit the company's web site
at www.rrdonnelley.com.
About Visant
Visant Corporation is a leading marketing and publishing services enterprise
servicing the school affinity, direct marketing, fragrance and cosmetics
sampling and educational publishing markets. For more information on Visant,
please visit the company's web site at www.visant.net.
Use of Forward-Looking Statements
This news release may contain "forward-looking statements" as defined in the
U.S. Private Securities Litigation Reform Act of 1995. Readers are cautioned
not to place undue reliance on these forward-looking statements and any such
forward-looking statements are qualified in their entirety by reference to the
following cautionary statements. All forward-looking statements speak only as
of the date of this news release and are based on current expectations and
involve a number of assumptions, risks and uncertainties that could cause the
actual results to differ materially from such forward-looking statements.
Readers are strongly encouraged to read the full cautionary statements
contained in RR Donnelley's filings with the SEC. RR Donnelley disclaims any
obligation to update or revise any forward-looking statements.
###

text:
Visant
John Sorensen

text:
RR
Donnelley

text: Von Hoffmann

text:
R.R. Donnelley
& Sons Company

text: RR Donnelley

text: Visant Corporation of Von Hoffmann

text: RR Donnelley

text: RR Donnelley

text: RR Donnelley

text: RR Donnelley

text: RR Donnelley