text:
EX-99.1
4
a06-8547_1ex99d1.htm
EXHIBIT 99.1
Exhibit 99.1
Company
Investor/ Media Contact:
dj Orthopedics, Inc.
Mark Francois
Director of
Investor Relations
(760) 734-4766
mark.francois@djortho.com
FOR IMMEDIATE RELEASE
DJ ORTHOPEDICS COMPLETES ACQUISITION OF AIRCAST
INCORPORATED
SAN DIEGO, CA April 7, 2006
-
dj Orthopedics, Inc.,
(NYSE: DJO), a global medical device company specializing in rehabilitation and
regeneration products for the non-operative orthopedic and spine markets, today
announced that it closed its acquisition of Aircast Incorporated on April 7,
2006. The acquisition was first announced on February 27, 2006. dj
Orthopedics acquired Aircast from its shareholders, including majority owner Tailwind
Capital, for approximately $290 million in cash.
"We
are very pleased to complete our acquisition of Aircast and begin the exciting
work ahead of us", said Les Cross, president and chief executive officer of dj
Orthopedics. "We will now turn our focus to the roll out of the combined
organization's sales strategies and on the timely integration of Aircast's
manufacturing and administration functions.
"On the sales side, we have the opportunity to
leverage the strength of both the DonJoy and Aircast brands in the U.S. and in
Europe. Aircast's products are complementary to ours and the distribution
channel synergies for these two companies should create exciting cross-selling
opportunities between DonJoy and Aircast products by the combined efforts of
both sales teams. While we are known as a leader in knee bracing and Aircast is
known as a leader in ankle bracing, the acquisition also complements and
strengthens our existing franchises in fracture boots and in cold therapy
products. We are also very excited about our new sales opportunities with
Aircast's VenaFlow® vascular system for the hospital-based prevention
of deep vein thrombosis after surgery.
"On the integration front, we will soon begin to
relocate some of Aircast's administrative functions from their headquarters in
New Jersey to our headquarters in Vista, California, which will begin to
generate
-more-
domestic operating expense synergies. Also, we
will soon begin relocating certain Aircast manufacturing operations into available
capacity that we have at our award-winning production facility in Mexico. The
expansion of this facility in Mexico is proceeding according to plan and should
be completed by late summer allowing us to enter the final stage of the
manufacturing integration. With less than 200 SKU's in the Aircast portfolio,
the integration should be complete by the end of 2006 and represent fairly low
risk for us.
"As
announced previously, we continue to believe that the full integration of
Aircast's business will be accomplished in six to nine months, and we therefore
are on target to realize the full annualized benefit of $15 to $20 million in
integration synergies in 2007. We are pleased to report that the syndication of
our term loan financing for the acquisition was met with overwhelming response,
permitting us to lock-in a very favorable rate of LIBOR plus 1.5% for our new
$350 million, seven-year term loan. The size of the term loan was reduced from
our original expectations due to our strong cash flow during the period since
we announced the acquisition. We
plan to discuss additional information regarding our expectations for the
remainder of 2006 during our regularly scheduled first quarter conference call,
which should occur later this month".
About Aircast
Aircast is a leading designer and manufacturer
of orthopedic devices, including ankle bracing products, and vascular systems. The
company has a 30-year track record of consistent revenue growth and cash flow
generation, built from its focused portfolio of products with proven clinical
benefits and long-standing relationships with key opinion leaders. In addition
to ankle braces, Aircast's orthopedic product line includes a broad array of
cold therapy systems, fracture boots and specialty products. The vascular
systems business includes products to prevent deep vein thrombosis (DVT), which
can occur after surgery.
About dj Orthopedics
dj
Orthopedics is a global medical device company specializing in rehabilitation
and regeneration products for the non-operative orthopedic and spine markets. Marketed
under the DonJoy and ProCare brands, the Company's broad range of over 600
rehabilitation products, including rigid knee braces, soft goods and pain
management products, are used in the prevention
of injury, in the treatment of chronic conditions and for recovery after
surgery or injury. The Company's regeneration products consist of bone growth
stimulation devices that are used to treat nonunion fractures and as an adjunct
therapy after spinal fusion surgery. Together, these products provide solutions
throughout the patient's continuum of care. The Company sells its products in
the United States and in more than 50 other countries through networks of
agents, distributors
and
its direct sales force. Customers include orthopedic, podiatric and spine
surgeons, orthotic and prosthetic centers, third-party distributors, hospitals,
surgery centers, physical therapists, athletic trainers and other healthcare
professionals. For additional information on the Company, please visit
www.djortho.com
.
Safe
Harbor Statement
This
press release contains forward-looking statements regarding the timing of and
cost savings benefits from dj Orthopedics' integration plan for Aircast
Incorporated. dj Orthopedics undertakes no obligation to update any
forward-looking statements, whether as a result of new information, future
events or otherwise. Forward looking statements include references to the
expected time to complete the integration of Aircast's business into dj
Orthopedics' business; and the Company's expectations for annualized cost
synergies benefits. These forward-looking statements are based on the Company's
current expectations and are subject to a number of risks, uncertainties and
assumptions that might cause actual results to differ significantly from those
expressed in or implied by such forward-looking statements, including the risk
that the Company may not be able to implement its integration plan relative to
the acquisition and may not achieve anticipated future operational cost
synergies; risks that the integration of the acquired operations takes longer
and is more costly than anticipated; and competitive products or technologies
and/or competition in the marketplace that can undermine the Company's sales
and profitability goals of the combined businesses. Other risk factors are
detailed in the Company's Annual Report on Form 10-K
for the year ended December 31, 2005, filed on February 16, 2006 with
the Securities and Exchange Commission.
###

text: dj Orthopedics, Inc.

text: Mark Francois

text: DJ ORTHOPEDICS

text:
AIRCAST
INCORPORATED

text: dj Orthopedics, Inc.

text: Aircast Incorporated

text:
dj
Orthopedics

text: Aircast

text: Aircast

text: Les Cross

text:
dj
Orthopedics

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: Aircast

text: dj Orthopedics

text:
dj
Orthopedics

text: dj Orthopedics

text:
Aircast
Incorporated

text: dj Orthopedics

text: Aircast

text:
dj
Orthopedics


dataset: buster

text:
EX-99.1
3
ex99_1.htm
EXHIBIT 99.1
ex99_1.htm
EXHIBIT
99.1
Symyx
Technologies, Inc. Closes Acquisition of MDL Information
Systems
SANTA
CLARA, CA-October 2, 2007-Symyx Technologies, Inc. (Nasdaq: SMMX) announced
today it has closed the acquisition of certain software and content products
of
MDL Information Systems for $123 million in cash, subject to working capital
and
other adjustments, from Elsevier Inc.
"We
are
very pleased to have closed the MDL acquisition. This acquisition
transforms Symyx Software into a leading provider of R&D informatics
offerings for the life sciences and chemicals industries", said Isy Goldwasser,
Symyx chief executive officer. "The transaction further strengthens Symyx's
ability to offer integrated R&D informatics, automation and workflow
solutions to scientists and lab professionals, including our complementary
Symyx
Tools and Research Services. The acquisition also affirms our
commitment to, and accelerates our efforts to implement, higher transaction
operating capabilities while extending our international reach through our
combined 50-person field force across an installed base of 50,000 users. We
will
work hard to successfully integrate our operations and to realize what we
believe will be significant synergies".
Symyx
funded the $123 million purchase price from its available cash. The final
purchase price remains subject to a working capital and other adjustments.
Symyx
expects to incur significant restructuring and one-time acquisition costs in
Q4
2007.
Symyx
has
put in place a $25 million back-up line of credit to support working capital
requirements as well as future growth initiatives.
Symyx
expects to provide guidance for the fourth quarter and full year 2007,
historical financial information for MDL and guidance for 2008 at its third
quarter earnings call scheduled for Wednesday, October 24, 2007.
About
Symyx
Symyx
Technologies, Inc. is an R&D execution partner to the life sciences,
chemicals, energy, consumer products and electronics industries. Symyx
provides electronic lab notebook and scientific decision-support software,
automated lab systems (workflows) and collaborative research services to improve
R&D productivity. Information about Symyx, including reports and other
information filed by Symyx with the Securities and Exchange Commission, is
available at www.symyx.com.
The
statements contained in this release that are not historical are 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, including, without
limitation, statements regarding successful integration efforts and the
achievement of synergies from the acquisition. These forward-looking statements
involve risks, uncertainties and assumptions, including: (1) failure to execute
under existing contracts in order to recognize committed revenue as planned;
(2)
inaccurate assessment of demand for Symyx's offerings or failure to close new
contracts with customers as forecasted; (3) risks inherent in
integrating and operating our combined software operations post-close, (4)
risks
associated with restructuring activities, (5) risks inherent in
organization and leadership changes, and (6) other risks we describe
in our filings with the Securities and Exchange Commission (including but not
limited to Symyx's quarterly report on Form 10-Q for the quarter ended June 30,
2007). If any of these risks or uncertainties materialize or any of the
assumptions prove incorrect, Symyx's results could differ materially and
adversely from Symyx's expectations in these statements. Symyx assumes no
obligation, and does not intend, to update these forward-looking statements
except as the law may require.
###
For
more
information:
Teresa
J.
Thuruthiyil
Vice
President, Investor and Public Relations
Symyx
Technologies, Inc.:
(408)
773-4075
ir@symyx.com

label: organization

text:
Symyx
Technologies, Inc.

text:
MDL Information
Systems

text: Symyx Technologies, Inc.

text: MDL Information Systems

text: MDL

text: Symyx

text: Symyx

text: Symyx

text: Symyx

text: Symyx

text: Symyx

text: Symyx

text: Symyx

text: MDL

text: Symyx

text:
Symyx
Technologies, Inc.

text: Symyx

text: Symyx

text: Symyx

text: Symyx

text: Symyx

text: Symyx

text: Symyx

text: Symyx

label: person

text:
Teresa
J.
Thuruthiyil

text:
Symyx
Technologies, Inc.

source_dataset: expertai/BUSTER

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


text:
EX-99.1
2
a08-7589_1ex99d1.htm
EX-99.1
Exhibit 99.1
Contact:
Robert E. Wheaton
President, CEO
Star Buffet, Inc.
(480) 425-0397
FOR IMMEDIATE
RELEASE: Monday, March 3, 2008
STAR
BUFFET, INC. COMPLETES PURCHASE
OF
ADDITIONAL BARNHILL'S BUFFET RESTAURANTS
SCOTTSDALE, AZ - March 3,
2008 - Star Buffet, Inc. (NASDAQ: STRZ) announced today that its
wholly-owned Starlite Holdings, Inc. subsidiary completed the acquisition
of four (4) additional Barnhill's buffet restaurants…one each in Gulfport
and Moss Point, Mississippi and Apopka and Orange City, Florida. The acquisition was completed in conjunction
with Barnhill's Buffet, Inc.'s Chapter 11 reorganization and approved by
the U.S. Bankruptcy Court of the Middle District of Tennessee. The purchase of these four (4) restaurants
brings the total number of Barnhill's buffet restaurants acquired to twenty
(20) and completes Star Buffet's previously announced plans to acquire certain
Barnhill's buffet restaurants as part of Barnhill's Buffet, Inc.'s plans
to restructure its operations.
Safe Harbor
Statement
Statements that
are not historical facts contained in this release are forward-looking
statements that involve risks and uncertainties, and actual results could vary
materially from the descriptions contained herein due to many factors, including,
but not limited to, product demand and market acceptance risks, the effect of
economic conditions, the impact of competitive products and pricing, the
results of financing efforts, implementation of the Company's acquisition and
strategic alliance strategy, the effect of the Company's accounting policies and other risks
detailed in the Company's Form 10-K for its fiscal year ended January 29,
2007, and other filings with the Securities and Exchange Commission. Copies of all of the Company's filings with
the SEC are available to the public on the SEC's web site at
http://www.sec.gov. The Company
undertakes no obligation to update any forward-looking statements.
About Star Buffet
Star Buffet is a
multi-concept restaurant operator. As of
March 3, 2008, Star Buffet, through its subsidiaries, operates 20 Barnhill's
Buffet restaurants, 12 franchised HomeTown Buffets, seven JB's Family
restaurants, five Whistle Junction restaurants, four BuddyFreddys restaurants,
three 4B's restaurants, three Holiday House Family restaurants, three Western
Sizzlin restaurants, two K-BOB'S Steakhouses, two JJ North's Country Buffet,
one Pecos Diamond Steakhouse, one Bar H Steakhouse and one Casa Bonita Mexican
theme restaurant.
-end-

text: Robert E. Wheaton

text: Star Buffet, Inc.

text:
STAR
BUFFET, INC.

text: Star Buffet, Inc.

text: Starlite Holdings, Inc.


text:
EX-99.1
3
d256311dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
j2 Global, Inc.'s Ziff
Davis Completes Tender Offer For All Outstanding Shares Of Everyday Health
NEW YORK, December 5, 2016
- j2 Global, Inc. (NASDAQ:
JCOM) and its subsidiary, Ziff Davis, LLC, today announced that Ziff Davis has successfully completed its tender offer to purchase all outstanding shares of the common stock of Everyday Health, Inc. (NYSE: EVDY) ("Everyday Health"), for
$10.50 per share in cash.
The tender offer expired at 12:00 midnight, New York City time, on December 2 2016. As of expiration, 30.147.384 shares
had been validly tendered and not validly withdrawn, representing approximately 87.8% of Everyday Health shares of common stock. The conditions to the tender offer were satisfied, and Ziff Davis has accepted for payment and will promptly pay the
depositary for all validly tendered shares.
Ziff Davis expects to complete the acquisition of Everyday Health later today through a merger without a vote
or meeting of Everyday Health's stockholders, pursuant to Section 251(h) of the General Corporation Law of the State of Delaware. Each of the remaining shares of Everyday Health common stock not purchased in the tender offer will be
converted into the right to receive the same $10.50 in cash that will be paid in the tender offer. Upon completion of the merger, Everyday Health will become a wholly owned subsidiary of Ziff Davis. Everyday Health's common stock will no longer
be listed on the New York Stock Exchange starting December 6, 2016.
j2 Global and Ziff Davis invite the public, members of the press, the financial
community, stockholders and other interested parties to listen to a live Webcast today at 5:00 p.m. E.T. to discuss this transaction. Materials presented during the call will be posted on j2's website at j2global.com Materials presented during
the Webcast will be posted on j2's website at j2global.com in advance of the Webcast under the tab "Investors.".
Hemi Zucker, chief
executive officer of j2, Scott Turicchi, president and chief financial officer of j2 and Vivek Shah, chief executive officer of Ziff Davis, will host the call.
What: j2 Global, Inc. and Ziff Davis, LLC Conference Call
When:
5PM EST, December 5th, 2016
Where: www.j2global.com or dial in at 877-407-8029
Webcast link: http://edge.media-server.com/m/p/5iybzxu8
Information About Forward-Looking Statements
This
document contains forward-looking statements. These statements are based on j2's estimates and assumptions and are subject to risks and uncertainties. Forward-looking statements include the information concerning j2's possible or assumed
future results of operations and the transactions contemplated by the merger agreement. Forward-looking statements also include those preceded or followed by the words "anticipates", "believes", "estimates,"
"hopes" or similar expressions. j2's actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including but not limited to the risk that Ziff Davis' business
and/or Everyday Health's business will be adversely impacted following the acquisition and the risk that the operations of the two companies will not be integrated successfully.
For a further list and description of these and other important risks and uncertainties that may affect j2's future operations, see Part II, Item 1A - "Risk Factors" of the
Quarterly Reports on Form 10-Q (if any) j2 has filed or will file hereafter and in Part I, Item 1A - "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2015 (together, the "Risk
Factors"), and the factors discussed in the sections in j2's Quarterly Reports on
Form 10-Q
entitled "Quantitative and Qualitative Disclosures About Market Risk." Readers are cautioned
not to place undue reliance on these forward-looking statements, which reflect management's opinions only as of the date hereof. j2 undertakes no obligation to revise or publicly release the results of any revision to these forward-looking
statements. Readers should carefully review the Risk Factors and the risk factors set forth in other documents j2 files from time to time with the United States Securities and Exchange Commission (the "SEC").
About Ziff Davis, LLC
Ziff Davis, a subsidiary of j2
Global, Inc., is a leading global digital-media company operating in the technology, gaming, entertainment and lifestyle verticals. Its brands - IGN, PCMag, AskMen, Speedtest, Offers, ExtremeTech, Geek, Toolbox, TechBargains, emedia and
Salesify produce and distribute premium content across multiple platforms and devices. It delivers advertising, performance marketing and licensing solutions to thousands of clients worldwide.
About j2 Global
j2 Global, Inc. provides Internet
services through two divisions: Business Cloud Services and Digital Media. The Business Cloud Services Division offers Internet fax, virtual phone, hosted email, email marketing, online backup, unified communications and CRM solutions. It markets
its services principally under the brand names eFax®, eVoice®, FuseMail®, Campaigner®, KeepItSafe®, Livedrive®, Onebox®, and LiveVault®, and operates a messaging network spanning 50 countries on six continents. The
Digital Media Division offers technology, gaming and lifestyle content through its digital properties, which include IGN, PCMag, AskMen, Speedtest, Offers, ExtremeTech, Geek, Toolbox, TechBargains, emedia and Salesify. As of December 31, 2015,
j2 had achieved 20 consecutive fiscal years of revenue growth. For more information about j2, please visit www.j2global.com.
About Everyday Health,
Inc.
Everyday Health, Inc. is a leading provider of digital health marketing and communications solutions. Everyday Health attracts a large and
engaged audience of consumers and healthcare professionals to its premier health and wellness properties, and utilizes its data and analytics expertise to deliver highly personalized content experiences and efficient and effective marketing and
engagement solutions. Everyday Health enables consumers to manage their daily health and wellness needs, healthcare professionals to stay informed and make better decisions for their patients, and marketers, health payers and providers to
communicate and engage with consumers and healthcare professionals to drive better health outcomes. Everyday Health's content and solutions are delivered through multiple channels, including desktop, mobile web, and mobile phone and tablet
applications, as well as video and social media.
For further information, please contact:
j2Global:
j2 Global, Inc.
Laura Hinson, 800-577-1790
press@j2.com

text:
Ziff
Davis

text:
Everyday Health
NEW YORK

text: Ziff Davis, LLC

text: Ziff Davis

text: Everyday Health, Inc.

text: Everyday Health

text: Everyday Health

text: Ziff Davis

text: Ziff Davis

text: Everyday Health

text: Everyday Health

text: Everyday Health

text: Everyday Health

text: Ziff Davis

text: Everyday Health

text: Ziff Davis

text: Hemi Zucker

text: Scott Turicchi

text: Vivek Shah

text: Ziff Davis

text: Ziff Davis, LLC

text: Ziff Davis

text: Everyday Health

text: Ziff Davis, LLC

text: Ziff Davis

text:
Everyday Health,
Inc.

text: Everyday Health, Inc.

text: Everyday Health

text: Everyday Health

text: Everyday Health


text:
EX-99.1
4
tm2117324d7_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Cubic
Announces Completion of Acquisition By Veritas Capital and Evergreen Coast Capital
SAN
DIEGO, May 25, 2021
- Cubic Corporation (NYSE: CUB) ("Cubic" or the "Company") today announced the completion
of its sale to Veritas Capital ("Veritas") and Evergreen Coast Capital Corporation ("Evergreen"), an affiliate
of Elliott Investment Management L.P. ("Elliott"), in a transaction valued at approximately $3.0 billion, including the assumption
of debt.
The
go-private transaction, which was announced on February 8, 2021 and the terms of which were amended on March 31, 2021, received approval
from Cubic shareholders on April 27, 2021. As a result of the completion of the transaction, Cubic shareholders will receive $75.00 per
share in cash, and Cubic's common stock will be suspended from trading on the New York Stock Exchange ("NYSE") prior
to the opening of business on May 25, 2021 and will be removed from listing on the NYSE.
Cubic
will remain based in San Diego, California, and the transition is expected to be seamless for customers and employees across Cubic's
businesses.
J.P.
Morgan Securities LLC is acting as lead financial advisor to the Company and Sidley Austin LLP and Faegre Drinker Biddle & Reath LLP
are acting as the Company's legal counsel. Raymond James & Associates, Inc. provided the Board with an opinion regarding the
fairness, from a financial point of view, of the consideration offered to Cubic shareholders.
Skadden,
Arps, Slate, Meagher & Flom LLP is acting as legal counsel to Veritas.
Gibson,
Dunn & Crutcher LLP is acting as legal counsel to Evergreen.
About Cubic Corporation
Cubic is a technology-driven,
market-leading provider of integrated solutions that increase situational understanding for transportation, defense C4ISR, and training
customers worldwide to decrease urban congestion and improve the militaries' effectiveness and operational readiness. Our
teams innovate to make a positive difference in people's lives. We simplify their daily journeys. We promote mission success and
safety for those who serve their nation. For more information about Cubic, please visit the company's website at
www.cubic.com
or on Twitter @CubicCorp.
About Veritas Capital
Veritas is a longstanding investor in companies operating at the intersection
of technology and government. The firm invests in companies that provide critical products, services, and software, primarily technology
and technology-enabled solutions, to government and commercial customers worldwide, including those operating in the healthcare, national
security, software, education, aerospace & defense, government services, communications, and energy industries. Veritas seeks to create
value by strategically transforming the companies in which it invests through organic and inorganic means.
Leveraging technology to make a positive impact across vitally important
areas, such as healthcare, education, and national security, is core to Veritas. We are proud stewards of national assets, helping to
improve the quality of healthcare while reducing cost, advancing our educational system, and protecting our nation and allies. For more
information, visit www.veritascapital.com.
About Elliott and Evergreen
Elliott Investment Management L.P. manages two multi-strategy
investment funds which combined manage approximately $42 billion of assets. Its flagship fund, Elliott Associates, L.P., was founded
in 1977, making it one of the oldest funds of its kind under continuous management. The Elliott funds' investors include
pension plans, sovereign wealth funds, endowments, foundations, funds-of-funds, high net worth individuals and families, and
employees of the firm. Evergreen Coast Capital Corporation is Elliott's private equity affiliate, which focuses on technology
investing.
Contacts:
For
Cubic:
Investors
Kirsten Nielsen
Investor Relations
Cubic Corporation
PH +1 212-331-9760
Kirsten.Nielsen@cubic.com
Media
Dan Zacchei / Joe Germani
Sloane & Company
dzacchei@sloanepr.com
/
jgermani@sloanepr.com
For Veritas:
David Millar / Julie Rudnick
/ Kevin Siegel
Sard Verbinnen & Co
VeritasCapital-SVC@SARDVERB.com
For Elliott and Evergreen:
Stephen Spruiell
Elliott Investment Management L.P.
(212) 478-2017
sspruiell@elliottmgmt.com
###

text: Cubic

label: fund

text: Veritas Capital

override: fund

text: Evergreen Coast Capital

text: Cubic

text: Cubic

text: Veritas Capital

text: Evergreen Coast Capital

text: Cubic

text: Cubic

text: Cubic

text: Cubic

text: Cubic

text: Morgan Securities LLC

text: Sidley Austin LLP

text: Faegre Drinker Biddle & Reath LLP

text: Cubic

text:
Gibson,
Dunn & Crutcher LLP

text: Cubic

text: Cubic

text: Cubic

text: Veritas Capital

text: Evergreen Coast Capital

text: Cubic

text: Cubic


text:
EX-99
3
slbood-8k_ex99pressrel.htm
Synthetic Blood International, Inc.
Company Contact:
Investor Contact:
Synthetic Blood International, Inc.
Lippert/Heilshorn & Associates, Inc.
Joan Mahan
Jody Cain (jcain@lhai.com)
800-809-6054
Brandi Floberg (bfloberg@lhai.com)
310-691-7100
Synthetic Blood International Completes $1.85 Million Financing
Costa Mesa, Calif.
- July 13, 2005
- Synthetic Blood International, Inc. (OTCBB: SYBD) today announced that it has sold original issue, discount, unsecured convertible debentures in the aggregate principal amount of $1.85 million, together with warrants to purchase 8,409,083 shares of common stock over a period of three years at an exercise price of $0.242 per share.
The debentures will be amortized over a three year period with stock or cash. Synthetic Blood agreed to file a registration covering resale of the common stock issued under the debentures and warrants. The transaction was arranged by HPC Capital Management LLC of Atlanta and New York, and the investment group participating in the transaction was led by private equity firm Palisades Master Fund.
The proceeds of this financing will be used to fund Synthetic Blood's ongoing Phase II trial with Oxycyte™, the Company's proprietary perfluorocarbon (PFC) blood substitute and therapeutic oxygen carrier, as well as for working capital purposes.
"These are very exciting times at Synthetic Blood as we open additional clinical sites and continue screening and treating patients in our first Phase II Oxycyte clinical trial that is evaluating the safety and efficacy of preventing tissue hypoxia in hip revision surgery patients", said
Robert Nicora, Synthetic Blood president and CEO. "We remain on track to present data from this trial by the end of this year".
The issuance of the debentures and warrants was not registered under the Securities Act of 1933 and the securities may not be sold without registration or an exemption from such registration requirements. This press release is not an offer to sell any securities.
About Synthetic Blood International
Synthetic Blood International is dedicated to commercializing innovative pharmaceuticals and medical devices in the field of oxygen therapeutics and continuous substrate monitoring. The Company has under development a blood substitute and a liquid ventilation product, and an implantable glucose sensor. These products are based upon core technologies that include biomedical applications for perfluorocarbons, and medical and industrial applications for biosensors. Each of the product candidates is designed with advantages over currently marketed products in major markets including acute respiratory distress syndrome, stroke, myocardial infarction, surgery, trauma, malignant tumors and diabetes. For further information, visit www.sybd.com.
The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking information made on the Company's behalf. All statements, other than statements of historical facts which address the Company's expectations of sources of capital or which express the Company's expectation for the future with respect to financial performance or operating strategies, can be identified as forward-looking statements. Such statements made by the Company are based on knowledge of the environment in which it operates, but because of the factors previously listed, as well as other factors beyond the control of the Company, actual results may differ materially from the expectations expressed in the forward-looking statements.
# # #

text: Synthetic Blood International, Inc.

text: Synthetic Blood International, Inc.

text: Synthetic Blood International, Inc.

text: Palisades Master Fund


text:
EX-99.22
32
iagm_ex9923.htm
PRESS RELEASE
iagm_ex9923.htm
EXHIBIT 99.22
InterAmerican Gaming, Inc.
PINKSHEETS: IAGM
September 07, 2012 08:00 ET
IAG Releases SoFit Mobile Update
TORONTO, ONTARIO--(Marketwire - Sept. 7, 2012) -
InterAmerican Gaming Inc. (PINKSHEETS:IAGM) ("IAG" or "the Company") is pleased to announce an update on the success of the SoFit Mobile app launch. SoFit is a new social gaming mobile application that lets you get fit, stay fit and earn rewards that matter.
SoFit continues to receive fantastic international exposure as a result of its successful launch as the Official Technology partner for Walk A Mile, a 2012 London Olympic Games and US State Department initiative in support of global tolerance.
The SoFit app was featured in the "New" and the "What's Hot" sections of the Apple App Store and quickly rose up the ranks to become as high as the #5 Free Health & Fitness app, above such highly regarded rivals as RunKeeper, MapMyRun and Nike Training Club.
SoFit received raves reviews in the global press with features in Mobile Marketer, USA Today, & The Guardian among others.
USA Today -
http://www.usatoday.com/tech/news/story/2012-07-24/olympics-social-apps/56467362/1
Guardian -
http://www.guardian.co.uk/technology/appsblog/2012/jul/24/apps-rush-unilever-series-bing?CMP=twt_gu
Mobile Marketer -
http://www.mobilemarketer.com/cms/news/content/13348.html
SoFit has also generated its first revenues from a multi-stream business model consisting of:
●
Rewards revenue: per engagement for offers via the Kiip mobile rewards network. Brands sponsor rewards for a cost per issuance to SoFit users which is then shared by SoFit and Kiip. (active)
1
●
Donation processing fee: per donor transaction that will grow significantly as more charities and users are on-boarded. (Fall 2012)
●
In-app purchases: for access to exclusive virtual events such as marathons/runs (2013)
●
Sponsorship revenue: prices depend on type/size of campaign for exclusive virtual event brand sponsorships and/or rewards integration (2013)
Marc Askenasi, President & CEO of IAG and founder of SoFit Mobile, stated, "We are thrilled with the success of SoFit's launch and the global attention it has received. Our team is excited to release new product updates in the weeks to come as we continue to add new innovative features and improve the app's functionality. As we progress into the Fall season we look forward to growing our partnership roster and increasing the reach of the SoFit platform across brands, charity partners and events.
About IAG and SoFit
IAG develops socially disruptive technologies. IAG builds industry-defining businesses through a combination of organic growth and acquisitions.
IAG's first product, SoFit, is a new social gaming mobile application that lets you get fit, stay fit and earn rewards that matter. The SoFit app is available for download for Apple and Android mobile devices from
http://www.sofitmobile.com/
.
For more information and to stay engaged with SoFit "follow" us on Twitter
@sofitmobile
and "like" us on Facebook
@facebook.com/sofitmobile
.
Forward-looking Statements
Note: This press release contains "forward looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on currently available competitive, financial and economic data and management's views and assumptions regarding future events. Such forward-looking statements are inherently uncertain. InterAmerican Gaming Inc. cannot provide assurances that the matters described in this press release will be successfully completed or that the company will realize the anticipated benefits of any transaction. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to: global economic and market conditions; the war on terrorism and the potential for war or other hostilities in other parts of the world; the availability of financing and lines of credit; successful integration of acquired or merged businesses; changes in interest rates; management's ability to forecast revenues and control expenses, especially on a quarterly basis; unexpected decline in revenues without a corresponding and timely slowdown in expense growth; the company's ability to retain key management and employees; intense competition and the company's ability to meet demand at competitive prices and to continue to introduce new products and new versions of existing products that keep pace with technological developments, satisfy increasingly sophisticated customer requirements and achieve market acceptance; relationships with significant suppliers and customers; as well as other risks and uncertainties, including but not limited to those detailed from time to time in InterAmerican Gaming Inc. SEC filings. InterAmerican Gaming Inc. undertakes no obligation to update information contained in this release. For further information regarding risks and uncertainties associated with InterAmerican Gaming Inc.'s business, please refer to the risks and uncertainties detailed from time to time in InterAmerican Gaming Inc.'s SEC filings.
2
This release does not constitute an offer for sale of securities.
All assets can be accessed at
http://www.sofitmobile.com/presskit
.
Contact Information
Investor Inquiries
Circadian Group
Tyler M. Troup
1-866-865-2780
tyler@circadian-group.com
3

text: InterAmerican Gaming Inc.

text: Marc Askenasi

text: InterAmerican Gaming Inc.

text: InterAmerican Gaming Inc.

text: InterAmerican Gaming Inc.

text: InterAmerican Gaming Inc.

text: InterAmerican Gaming Inc.


text:
EX-99.1
3
ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Exhibit
99.1
Zegarelli
Completes Transaction with 2050 Motors, Inc. and Will Continue Trading under Symbol "ZEGG" Until the New Symbol is
Processed by FINRA
Zegarelli
to Change Name to 2050 Motors, Inc. reflecting the business of distributing the new e-Go EV electric vehicle currently being developed
by one of the largest automobile manufactures in China.
INDIO,
CA -May 2, 2014 - Zegarelli Group International, Inc. announced today it has completed the Plan and Agreement of Reorganization
with 2050 Motors, Inc. and all of its stockholders ("2050 Motors
,
whereby Zegarelli
has acquired all of the issued and outstanding shares of 2050 Motors common stock in exchange for 24,994,670 shares of Zegarelli
common stock, and the 2050 Motors stockholders have become the majority owners of Zegarelli. In conjunction with this announcement,
Zegarelli, by the written consent and approval of a majority of its stockholders, took the following actions: (i) change of name
to 2050 Motors, Inc., (ii) increase the authorized common stock to 100,000,000 shares and (iii) affect a 1-for-4 reverse stock
split. Zegarelli will continue to trade under the stock ticker "ZEGG" until FINRA completes its processing and notice
requirements, after which time the stock ticker symbol will change to "ETFM".
2050
Motors, Inc. has an exclusive license, subject to minimum sales requirements, to import, market and sell in the United States,
Puerto Rico, the US Territories and Peru, the "e-Go" lightweight carbon fiber all-electric vehicle design and electric
light truck, manufactured by Jiangsu Aoxin New Energy Automobile Co., LTD ("Aoxin Automobile") located in the People's
Republic of China ("PRC"). Aoxin Automobile is a wholly-owned subsidiary of Dongfeng Motor Corporation ("Dongfeng
Motor") which is one of the largest automobile manufacturers in China, producing 3.76 million cars and trucks in 2012. Aoxin
Automobile was funded by Dongfeng Motor to develop and manufacture a lightweight, super-efficient, carbon fiber e-Go EV electric
car ("e-Go EV").
The
e-Go EV is a unique electric vehicle. It will be the only production line electric vehicle with a carbon fiber body manufactured
by a new process that uses robotics to produce parts, which significantly reduces the production time and cost of carbon fiber
components. The carbon fiber composite material is five times stronger than steel, and one third the weight. The e-Go EV is a
five passenger automobile that weighs only 1,450 lbs., including its lithium battery pack.
2050
Motors has purchased three demonstration models of the e-Go EV to be delivered to the US by the Summer of 2014. 2050 Motors expects
delivery of production vehicles by the Summer of 2015.
Michael
Hu, CEO and President of 2050 Motors stated, "The executive team at 2050 Motors is very pleased that we are now a publicly
traded company and we are excited and look forward to bring this important new electric vehicle to customers and dealers in the
United States. We are immediately focused on helping our Chinese manufacturer to complete the development of the vehicle and the
production line and preparing the vehicles needed to complete the required US crash testing in accordance with US Department of
Transportation safety standards".
Statements
in this press release about our future expectations, including without limitation, the likelihood that the completion of the acquisition
will enable 2050 Motors to leverage the capital markets to execute its growth strategy, and will provide 2050 Motors stockholders
an opportunity to be an investor in a company that is well positioned for growth based on the growing need of the public for electric
vehicles; the likelihood that 2050 Motors will accelerate its market strategy and will bring significant value to 2050 Motors
and Zegarelli's stockholders, constitute "forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and as that term is defined in the Private Litigation
Reform Act of 1995. Such forward-looking statements involve risks and uncertainties and are subject to change at any time, and
our actual results could differ materially from expected results. The Company undertakes no obligation to update or release any
revisions to these forward-looking statements to reflect events or circumstances after the date of this statement or to reflect
the occurrence of unanticipated events, except as required by law.
Contact:
Alfred
E. Booth, Jr.
(760)-848-4606

text: Zegarelli

text: 2050 Motors, Inc.

text: Zegarelli

text: 2050 Motors, Inc.

text: Zegarelli Group International, Inc.

text: 2050 Motors, Inc.

text: Zegarelli

text: Zegarelli

text: Zegarelli

text: Zegarelli

text: 2050 Motors, Inc.

text: Zegarelli

text:
2050
Motors, Inc.

text:
Michael
Hu

text: Zegarelli


text:
EX-99.1
3
ex991to8k10211002_07272016.htm
ex991to8k10211002_07272016.htm
Exhibit 99.1
Ameri100 completes acquisition of SAP consulting firm Virtuoso
Acquisition reinforces Ameri100's leadership in SAP S/4 HANA Finance
Princeton, NJ, July 25, 2016/ PR Newswire- AMERI Holdings, Inc. ("Ameri100" or the "Company")(OTCQB: AMRH), today announced the acquisition of Virtuoso, L.L.C. ("Virtuoso"), a Kansas based SAP consulting firm specialized in providing services on SAP S/4 HANA finance, enterprise mobility and cloud migration. Virtuoso has deep expertise in the SAP finance domain and has been providing advisory services to customers since its inception in 1999.
"We are excited to add to our management team David Nowak and Quentin Hurst who have co-authored
an industry leading book on SAP finance.
This strategic acquisition will help enhance Ameri100's consulting service offerings by adding SAP S/4 HANA finance", said Giri Devanur, President and Chief Executive Officer of Ameri100. Mr. Devanur further commented that, "The acquisition of Virtuoso will bolster Ameri100's SAP capabilities across North America in the area of SAP finance".
David Nowak, President of Virtuoso, commented that, "It continues to be a great journey for us. Virtuoso will benefit from Ameri100's global network and partner ecosystem.
We are excited to be part of the amazing growth story of Ameri100 and look forward to delivering superior solutions to all our clients across the
United States".
With this acquisition, Ameri100 continues to demonstrate the Company's commitment to strengthening its capabilities in SAP services globally.
About AMERI Holdings, Inc.
AMERI Holdings, Inc. (OTCQB: AMRH) is a SAP-based strategy consulting firm that brings synergies of classic consulting and product-based consulting services to its customer base. Headquartered in Princeton, New Jersey with offices in New York, Atlanta, Dallas, and Toronto, as well as offshore centers in Bangalore, Mumbai and Chennai India, the Company is a global leader in consulting and technology solutions. Ameri100 is a Lean Enterprise Architecture Partner (LEAP), enabling clients to outperform the competition and stay ahead of the innovation curve. The Company leverages a global partner ecosystem that has deep knowledge and skills to build and implement great ideas that drive progress for clients and enhance their businesses through innovative solutions. For further information, visit
www.ameri100.com
.
About Virtuoso
Virtuoso, L.L.C., which will now be known as Ameri100 Virtuoso Inc., provides consulting services focused on SAP S/4 HANA finance, enterprise mobility and coud migration. Virtuoso's value is its ability to strategically align with business requirements to uniquely package its consulting services into client-specific and cost-effective business solutions. Headquartered in Leawood, Kansas, Virtuoso's efforts are focused on delivering practical solutions to real business problems. Virtuoso prides itself in possessing the business acumen and technical expertise to help its clients maximize return on their SAP investment. For further information, visit
www.virtuosollc.com
.
Forward-Looking Statements
This press release includes forward-looking statements that relate to the business and expected future events or future performance of Ameri100 and involve known and unknown risks, uncertainties and other factors that may cause its actual results, levels of activity, performance or achievements to differ materially from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Words such as, but not limited to, "believe", "expect", "anticipate", "estimate", "intend", "plan", "targets", "likely", "will", "would", "could", and similar expressions or phrases identify forward-looking statements. Forward-looking statements include, but are not limited to, statements about Ameri100's financial and growth projections as well as statements concerning our plans, predictions, estimates, strategies, intentions, beliefs and other information concerning our business and the markets in which we operate. The future performance of Ameri100 may be adversely affected by the following risks and uncertainties: the level of market demand for our services, the highly-competitive market for the types of services that we offer, market conditions that could cause our customers to reduce their spending for our services, our ability to create, acquire and build new businesses and to grow our existing businesses, our ability to attract and retain qualified personnel, currency fluctuations and market conditions around the world, and other risks not specifically mentioned herein but those that are common to industry. For a more detailed discussion of these factors and risks, investors should review Ameri100's reports on Form 10-K and other reports filed with the Securities and Exchange Commission (the "SEC"), which can be accessed through the SEC's website. Forward-looking statements in this press release are based on management's beliefs and opinions at the time the statements are made. All forward-looking statements are qualified in their entirety by this cautionary statement, and Ameri100 undertakes no duty to update this information to reflect future events, information or circumstances.
Press Contact
Carlos Fernandez
100 Canal Pointe Blvd, Suite 108
Princeton, NJ 08540
Phone: (732) 243-9250
Email:
carlos.fernandez@ameri100.com
Investor Relations Contact
Ted O'Donnell
100 Canal Pointe Blvd, Suite 108
Princeton, NJ 08540
Phone: (732) 243-9250
Email:
ted@Ameri100.com

text: Virtuoso

text: AMERI Holdings, Inc.

text: Virtuoso, L.L.C.

text: Virtuoso

text: Virtuoso

text: David Nowak

text: Giri Devanur

text: Virtuoso

text: David Nowak

text: Virtuoso

text: Virtuoso

text: AMERI Holdings, Inc.

text: AMERI Holdings, Inc.

text: Virtuoso

text: Virtuoso, L.L.C.

text: Virtuoso

text: Virtuoso

text: Virtuoso

text: Virtuoso


text:
EX-99.01
6
ex99-01.htm
Exhibit
99.01
SRAX
to Acquire LD Micro
The
combined entities will focus on the rapid adoption of SRAX's Sequire platform as well as hosting virtual and in-person events.
Chris Lahiji to join SRAX's board of directors.
LOS
ANGELES-SRAX, Inc. (NASDAQ: SRAX), a financial technology company that unlocks data and insights for publicly traded companies
through Sequire, its SaaS platform, announced that it will acquire
LD Micro
, a leading data and event company serving the
small and micro-cap space.
"LD
Micro is, without a doubt, one of the most well known and respected brands in micro-cap. Chris Lahiji and his team have done an
incredible job of creating a loyal community of investors and issuers", said Christopher Miglino, founder and CEO of SRAX.
"LD Micro is also accretive to our investors from day one. We are confident that together we'll accelerate the adoption
of Sequire, while also enhancing LD Micro's digital assets".
Chris
Lahiji, founder of LD Micro, commented, "What Chris and his team at SRAX have built is simply remarkable. The platform is
an absolute game changer for public companies and their shareholders. Both companies believe that one day executives will rely
on Sequire the same way investors rely on Bloomberg. Over 1,500 companies have presented at LD Micro's events since 2008,
and almost all of them would be immediate beneficiaries of this technology".
Lahiji
continued, "We are also impressed with SRAX's plans for the next generation of events, and with more than one million
investors on Sequire so far, we will continue hosting industry-leading forums with an audience that is 50 times our current reach".
SRAX's
Sequire platform is a robust suite of products for public company issuers, including:
●
Investor
intelligence, both institutional and retail
●
Investor
outreach
●
Warrant
tracking
●
Survey
creation
●
Events
and roadshows
●
Investor
CRM
As
part of the transaction, Chris Lahiji will join SRAX's board of directors.
Mitchell
Silberberg & Knupp LLP served as legal advisor to LD Micro. Silvestre Law Group served as counsel for SRAX.
The
transaction is expected to close next week.
Conference
Call to Discuss Transaction
SRAX
will host a webinar on Tuesday, September 8 at 11:00 a.m. ET / 8:00 a.m. PT to discuss the synergies of the combined companies.
Register to join here:
https://vr.mysequire.com/registration/?id=1017083
About
SRAX
SRAX
(NASDAQ: SRAX) is a financial technology company that unlocks data and insights for publicly traded companies. Through its premier
investor intelligence and communications platform,
Sequire
, companies can track their investors' behaviors and trends
and use those insights to engage current and potential investors across marketing channels. For more information on SRAX, visit
srax.com
and
mysequire.com
About
LD Micro
LD
Micro was founded in 2006 with the sole purpose of being an independent resource in the microcap space. What started out as a
newsletter highlighting unique companies has transformed into several virtual and in-person events hosted annually. For more information
on LD Micro, visit
ldmicro.com
.
Contact
Natalie
Santos
investors@srax.com

text: SRAX

text: LD Micro

text: SRAX

text: Chris Lahiji

text: SRAX

text: SRAX, Inc.

text: SRAX

text: LD Micro

text:
LD
Micro

text: Chris Lahiji

text: Christopher Miglino

text: SRAX

text: LD Micro

text: LD Micro

text:
Chris
Lahiji

text: LD Micro

text: SRAX

text: LD Micro

text: SRAX

text: SRAX

text: Chris Lahiji

text: SRAX

text:
Mitchell
Silberberg & Knupp LLP

text: LD Micro

text: Silvestre Law Group

text: SRAX

text: SRAX

text: SRAX

text: SRAX

text: SRAX

text: SRAX

text: LD Micro

text:
LD
Micro

text: LD Micro


text:
EX-99.1
16
a4990076ex991.txt
EXHIBIT 99.1
Exhibit 99.1
Orion HealthCorp Completes Sale of Ohio Facilities
ATLANTA--(BUSINESS WIRE)--Oct. 3, 2005--
Orion to Continue to Operate Facilities under Long-Term Management Agreement
Orion HealthCorp, Inc. (AMEX: ONH) today announced that it had
completed its previously announced sale of its equity interests in an
ambulatory surgery center (ASC), an MRI facility and an anesthesia
management business in Dover, Ohio, to a local hospital. Under the
terms of the agreement, Orion HealthCorp will continue to operate the
ASC and the MRI under a long-term management agreement.
Terrence L. Bauer, chief executive officer of Orion HealthCorp,
said, "We are pleased to have completed the sale of the Company's
interests in these enterprises. This transaction is very positive for
Orion and its shareholders, and, given that the transaction provides
the hospital a majority ownership position, we also believe it will
benefit the two facilities and its patients as well. We look forward
to working in coordination with the hospital and the physicians and
staff at the facilities to further enhance the scope and quality of
services delivered to the Dover community. With the completion of this
transaction, Orion now operates three surgery centers, ten physician
practice locations and a growing revenue cycle management business.
"The sale of our equity interests in the Ohio facilities is
consistent with our previously stated objective to improve the base
operations of the business and to position Orion for growth in the
future. Following the completion of our sale of IntegriMED in June and
the consolidation and streamlining of corporate functions into our
Atlanta headquarters, this most recent transaction is further evidence
of the significant progress we are making in the implementation of our
short-term goals. As we strengthen the base business, we believe we
are better positioned to grow the core businesses of Orion and to
improve the Company's earnings potential. We have a great deal of
confidence in the future of our company".
Orion HealthCorp, Inc. is a healthcare services organization
resulting from a combination of four different operating companies.
The Company provides complementary business services to physicians
through three business units: SurgiCare, serving the freestanding
ambulatory surgery center market; Integrated Physician Solutions,
Inc., providing business and management services to physician
practices; and Medical Billing Services, Inc., providing physician
billing and collection services and practice management solutions to
hospital-based physicians. The core competency of the Company is its
long-term experience and success in working with and creating value
for physicians. For more information on Orion HealthCorp, Inc., visit
the Company's website at www.orionhealthcorp.com.
Certain statements in this press release constitute
"forward-looking statements" within the meaning of the Securities Act
of 1933, as amended, and the Securities Exchange Act of 1934, as
amended (the "Acts"). Any statements contained herein that are not
statements of historical fact are deemed to be forward-looking
statements, including all statements regarding improving financial
metrics, the pending sale of two facilities in Dover, Ohio, and the
consolidation of corporate offices.
The forward-looking statements in this press release are based on
current beliefs, estimates and assumptions concerning the operations,
future results, and prospects of Orion HealthCorp, Inc. and the other
companies described herein. As actual operations and results may
materially differ from those assumed in forward-looking statements,
there is no assurance that forward-looking statements will prove to be
accurate. Forward-looking statements are subject to the safe harbors
created in the Acts. Any number of factors could affect future
operations and results. Orion HealthCorp, Inc. undertakes no
obligation to update publicly any forward-looking statements, whether
as a result of new information or future events.
CONTACT: Orion HealthCorp, Inc.
Terrence L. Bauer, 678-832-1800
or
Keith G. LeBlanc, 713-973-6675
www.orionhealthcorp.com

text: Orion HealthCorp, Inc.

text: Terrence L. Bauer

text: Orion HealthCorp, Inc.

text: Orion HealthCorp, Inc.

text: Orion HealthCorp, Inc.

text: Orion HealthCorp, Inc.

text: Orion HealthCorp, Inc.

text: Terrence L. Bauer


text:
EX-99.4
6
ex994-evagreenwoodclos.htm
EX-99.4
Document
EXHIBIT 99.4
Enviva Partners, LP Completes Greenwood Drop-Down Acquisition
BETHESDA, MD, July 1, 2020 - Enviva Partners, LP (NYSE: EVA) (the "Partnership" or "we") has completed the previously announced acquisition (the "Greenwood Acquisition") from its sponsor of Enviva Pellets Greenwood Holdings II, LLC, which, through its wholly owned subsidiaries, owns a wood pellet production plant in Greenwood, South Carolina (the "Greenwood plant").
In connection with the Greenwood Acquisition, our sponsor has assigned to the Partnership five firm, long-term, take-or-pay off-take contracts with creditworthy Japanese counterparties (the "Associated Off-Take Contracts") that have maturities between 2031 and 2041, aggregate annual deliveries of 1.4 million metric tons per year ("MTPY"), and an aggregate revenue backlog of $5.3 billion. Including the Associated Off-Take Contracts, the Partnership's total weighted-average remaining term of off-take contracts has increased from 11.4 years to 12.7 years and its total product sales backlog has increased from $10.2 billion to $15.5 billion, as of April 1, 2020.
To finance the Greenwood Acquisition, as well as the Partnership's previously announced purchase of Georgia Biomass Holding LLC, which, through its wholly owned subsidiary, owns a wood pellet production plant in Waycross, Georgia, the Partnership has completed the issuance of an aggregate of 6,153,847 common units in a private placement in exchange for gross proceeds of $200.0 million on June 23, 2020, and expects to close its previously announced private placement to eligible purchasers of $150.0 million in aggregate principal amount of 6.5% senior unsecured notes due 2026 on July 15, 2020, subject to customary closing conditions.
About Enviva Partners, LP
Enviva Partners, LP (NYSE: EVA) is a publicly traded master limited partnership that aggregates a natural resource, wood fiber, and processes it into a transportable form, wood pellets. The Partnership sells a significant majority of its wood pellets through long-term, take-or-pay off-take contracts with creditworthy customers in the United Kingdom and Europe. Including the Greenwood plant, and assuming the successful expansion thereof, the Partnership owns and operates eight plants with a combined production capacity of approximately 4.1 million MTPY in Virginia, North Carolina, South Carolina, Mississippi, and Florida. In addition, the Partnership exports wood pellets through its marine terminals at the Port of Chesapeake, Virginia and the Port of Wilmington, North Carolina and from third-party marine terminals in Mobile, Alabama and Panama City, Florida. The Partnership also has agreed to purchase a wood pellet production plant in Waycross, Georgia, which would add an additional operating plant with production capacity of approximately 800,000 MTPY and a third-party marine terminal in Savannah, Georgia.
Cautionary Note Concerning Forward-Looking Statements
Certain statements and information in this press release may constitute "forward-looking statements." The words "believe", "expect", "anticipate", "plan", "intend", "foresee", "should", "would", "could" or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based on the Partnership's current expectations and beliefs concerning future developments and their potential effect on it. Although management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting the Partnership will be those that it anticipates. All comments concerning the Partnership's expectations for future revenues and operating results are based on the forecasts for its existing operations and do not include the potential impact of any future acquisitions. The Partnership's forward-looking statements involve significant risks and uncertainties (some of which are beyond the Partnership's control) and assumptions that could cause actual results to differ materially from the its historical experience and its present expectations or projections. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to: (i) the volume and quality of products that it is able to produce or source and sell, which could be adversely affected by, among other things, operating or technical difficulties at the Partnership's wood pellet production plants or deep-water marine terminals; (ii) the prices at which the Partnership is able to sell the its products; (iii) the Partnership's ability to successfully negotiate and complete and integrate drop-down and third-party acquisitions, including the associated contracts, or to realize the anticipated benefits of such acquisitions; (iv) failure of the Partnership's customers, vendors and shipping partners to pay or perform their contractual obligations to it; (v) the Partnership's inability to successfully execute its project development, expansion and construction activities on time and within budget; (vi) the creditworthiness of the Partnership's contract counterparties; (vii) the amount of low-cost wood fiber that it is able to procure and process, which could be adversely affected by, among other things, disruptions in supply or operating or financial difficulties suffered by the Partnership's suppliers; (viii) changes in the price and availability of natural gas, coal or other sources of energy; (ix) changes in prevailing economic conditions; (x) unanticipated ground, grade or water conditions; (xi) inclement or hazardous environmental conditions, including extreme precipitation, temperatures and flooding; (xii) fires, explosions or other accidents; (xiii) changes in domestic and foreign laws and regulations (or the interpretation thereof) related to renewable or low-carbon energy, the forestry products industry, the international shipping industry or power, heat or combined heat and power generators; (xiv) changes in the regulatory treatment of biomass in core and emerging markets; (xv) the Partnership's inability to acquire or maintain necessary permits or rights for the Partnership's production, transportation or terminaling operations; (xvi) changes in the price and availability of transportation; (xvii) changes in foreign currency exchange rates or interest rates, and the failure of the Partnership's hedging arrangements to effectively reduce its exposure to the risks related thereto; (xviii) risks related to the Partnership's indebtedness; (xix) the Partnership's failure to maintain effective quality control systems at its production plants and deep-water marine terminals, which could lead to the rejection of the Partnership's products by its customers; (xx) changes in the quality specifications for the Partnership's products that are required by its customers; (xxi) labor disputes; (xxii) the Partnership's inability to hire, train or retain qualified personnel to manage and operate its
2
business and newly acquired assets; (xxiii) the effects of the exit of the United Kingdom from the European Union on the Partnership's and its customers' businesses; (xxiv) the Partnership's inability to borrow funds and access capital markets; and (xxv) viral contagions or pandemic diseases, such as the recent outbreak of a novel strain of coronavirus known as COVID-19.
For additional information regarding known material factors that could cause the Partnership's actual results to differ from projected results, please read its filings with the U.S. Securities and Exchange Commission (the "SEC"), including the Annual Report on Form 10-K and the Quarterly Reports on Form 10-Q most recently filed with the SEC. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date thereof. The Partnership undertakes no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information or future events or otherwise.
Investor Contact:
Wushuang Ma
(240) 482-3856
ir@envivabiomass.com
3

text: Enviva Partners, LP

override: organization

text: Enviva Partners, LP

text: Enviva Partners, LP

text: Enviva Partners, LP


text:
EX-99
8
skypr010306.txt
EXHIBIT 99.1 - PRESS RELEASE
Exhibit 99.1
SkyTerra Communications, Inc. Contact:
19 West 44th Street, Suite 507 Robert Lewis
New York, New York 10036 Senior Vice President and General Counsel
212-730-7540
info@skyterracom.com
SkyTerra Communications Acquires Remaining Interest in Hughes Network
Systems LLC from The DIRECTV Group
New York, NY, January 3, 2006, SkyTerra Communications, Inc. (OTCBB: SKYT)
announced today that its wholly owned subsidiary, Hughes Communications, Inc.
(Hughes), completed the previously announced purchase of the remaining 50
percent of Hughes Network Systems, LLC (HNS) from The DIRECTV Group, Inc.
(NYSE:DTV) for $100 million in cash. To finance the transaction, Hughes borrowed
$100 million from Apollo Investment Fund IV, L.P. and Apollo Overseas Partners
IV, L.P., (Apollo), stockholders of SkyTerra. Concurrently, with the closing,
HNS paid DIRECTV $10 million to resolve certain post-closing adjustments related
to the initial purchase by SkyTerra of its 50 percent interest in HNS.
Prior to the transactions, SkyTerra completed its previously announced internal
restructuring by transferring substantially all of its assets and liabilities
other than its interest in the MSV Joint Venture, Terrestar Networks, Inc. and
certain designated cash, to Hughes, which SkyTerra has announced it expects to
distribute to its stockholders as part of a special dividend distribution during
the first quarter of 2006. Concurrent with the special dividend, Hughes is
expected to conduct a rights offering to its stockholders in order to repay the
loan from Apollo. In connection with such a rights offering, Apollo has agreed
to subscribe for the maximum amount of shares of common stock allocated to it,
including the exercise of pro rata over-subscription rights. The exercise by
Apollo of its rights would occur by converting the unpaid principal and interest
under the Apollo loan into a number of shares of common stock based on the
subscription price in the rights offering, which has not yet been determined.
The unconverted principal and interest obligations would be repaid in cash
immediately following the consummation of the rights offering.
The special dividend and the expected rights offering are subject to a number of
conditions including clearance from the Securities and Exchange Commission,
final approval and the setting of a record date by SkyTerra's Board of Directors
and the setting of a record date and subscription price for the rights offering
by Board of Directors of Hughes.
A registration statement relating to the common stock issuable in connection
with the rights offering has been filed with the Securities and Exchange
Commission but has not yet become effective. These securities may not be sold
nor may offers to buy be accepted prior to the time the registration statement
becomes effective.
The prospectuses relating to the common stock issuable in connection with the
rights offering may be obtained, when available, by contacting Robert C. Lewis,
c/o Hughes Communications, Inc., 19 West 44th Street, Suite 507, New York, New
York 10036.
FORWARD-LOOKING AND CAUTIONARY STATEMENTS
This press release may contain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act, with respect plans and other
future event relating to SkyTerra and its subsidiaries, including Hughes
Communications, Inc.. Such statements generally include words such as could,
can, anticipate, believe, expect, seek, pursue, proposed, potential and similar
words and terms, in connection with any discussion of future results, including
SkyTerra's plans to distribute the special dividend, or the completion of the
potential rights offering and other transactions referred to in this press
release. Forward-looking statements involve a number of assumptions, risks, and
uncertainties, any of which may cause actual results to differ materially from
the anticipated, estimated, or projected results referenced in the
forward-looking statements. In particular, the forward-looking statements of
SkyTerra are subject to the following risks and uncertainties: difficulties,
delays, unexpected costs or the inability to consummate, the special dividend,
the rights offering or the other transactions referred to in this press release;
the impact of legislative and regulatory actions, including without limitation,
actions by the Securities and Exchange Commission and the foreign regulatory
authorities. We assume no obligation to update or supplement our forward-looking
statements.

text: SkyTerra Communications, Inc.

text: SkyTerra Communications

text:
Hughes Network
Systems LLC

text: The DIRECTV Group

text: SkyTerra Communications, Inc.

text: Hughes Network Systems, LLC

text: The DIRECTV Group, Inc.


text:
EX-99.1
3
a16-5002_1ex99d1.htm
EX-99.1
Exhibit 99.1
PRESS RELEASE
Mellanox Technologies, Ltd.
Press/Media Contact
Allyson Scott
McGrath/Power Public Relations and Communications
+1-408-727-0351
allysonscott@mcgrathpower.com
Investor Contact
Jeffrey Schreiner
Mellanox Technologies
+1-408-419-0523
jschreiner@mellanox.com
Israel PR Contact
Sharon Levin
Gelbart Kahana Investor Relations
+972-3-6070567
sharonl@gk-biz.com
Mellanox Technologies Completes Acquisition of EZchip
Expands addressable market by 20%
Accretive to earnings per share from day one
Combines highly successful engineering teams, technologies, and products
SUNNYVALE, CA and YOKNEAM, ISRAEL - February 23
, 2016 -
Mellanox® Technologies, Ltd. (NASDAQ: MLNX), a leading supplier of end-to-end interconnect solutions for servers and storage systems, today announced that it completed the acquisition of EZchip (NASDAQ: EZCH; TASE: EZCH), a leader in high-performance processing solutions for carrier and data center networks, at a total purchase price of approximately $811 million (approximately $606 million net of cash).
Effective today, each outstanding share of EZchip ordinary shares shall be deemed to have been transferred to Mellanox, entitling the holder thereof to receive $25.50 in cash without interest and less any applicable withholding taxes. Following the merger, EZchip shares ceased to be traded on the NASDAQ and Tel-Aviv Stock Exchanges.
The EZchip acquisition is a further step in Mellanox's strategy to become the leading broad-line supplier of intelligent interconnect solutions for the data center. The combined company will deliver diverse and robust solutions, enabling customers to meet growing demands of data-intensive applications used in high-performance computing, Web 2.0, cloud, network security, data center, enterprise, telecom, database, financial services and storage environments.
"As our largest ever acquisition, we are confident the integrated teams of EZchip and Mellanox can deliver future value to our shareholders", said Eyal Waldman, President and CEO of Mellanox. "We look forward to working together as a combined company building a leading intelligent, end-to-end interconnect, and network processing company. "This will enable Mellanox to add intelligence, and application offloads to the interconnect, which is a trend we are seeing in data centers, and expect to take dominant share in this transition".
In connection with the transaction, J.P. Morgan Securities LLC acted as exclusive financial adviser, and provided a financing commitment to Mellanox, and Herzog Fox & Neeman and Latham & Watkins LLP acted as Mellanox's legal counsel.
Updated First Quarter 2016 Guidance (Including 5-weeks of EZchip contribution)
We currently project:
·
Quarterly revenues of $190 million to $195 million
·
Non-GAAP gross margins of 71 percent to 72 percent
·
An increase in non-GAAP operating expenses of 8 percent to 10 percent
·
Share-based compensation expense of $13.8 million to $14.3 million
·
Non-GAAP diluted share count of 48.7 million to 49.2 million shares
2
Conference Call
Mellanox will conduct a conference call at 8:00 a.m. Eastern Time, Tuesday, February 23, 2016. To listen to the call, participants can dial +/-888-632-3384 approximately ten minutes prior to the start time. A webcast of the live and archived call will be available on the investor relations section of the Mellanox website at http://ir.mellanox.com.
About Mellanox
Mellanox Technologies is a leading supplier of end-to-end InfiniBand and Ethernet intelligent interconnect solutions and services for servers and storage. Mellanox intelligent interconnect and processing solutions increase data center efficiency by providing the highest throughput and lowest latency, delivering data faster to applications and unlocking system performance capability. Mellanox offers a choice of fast interconnect products: adapters, switches, software, cables and silicon that accelerate application runtime and maximize business results for a wide range of markets including high-performance computing, enterprise data centers, Web 2.0, cloud, storage, telecom and financial services. More information is available at www.mellanox.com
.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
All statements included or incorporated by reference in this release, other than statements or characterizations of historical fact, are forward-looking statements, statements related to the accretivness of the transaction. These forward-looking statements are based on our current expectations, estimates and projections about our industry and business, management's beliefs and certain assumptions made by us, all of which are subject to change.
Forward-looking statements can often be identified by words such as "projects", "anticipates", "expects", "intends", "plans", "predicts", "believes", "seeks", "estimates", "may", "will", "should", "would", "could", "potential", "continue", "ongoing", similar expressions and variations or negatives of these words. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement.
The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include the continued expansion of our product line, customer base and the total available market of our products, the continued growth in demand for our products, the continued, increased demand for industry standards-based technology, our ability to react to trends and challenges in our business and the markets in which we operate, our ability to anticipate market needs or develop new or enhanced products to meet those needs, the adoption rate of our products, our ability to establish and maintain successful relationships with our OEM partners, our ability to effectively compete in our industry, fluctuations in demand, sales cycles and prices for our products and services, our success converting design wins to revenue-generating product shipments, the continued launch and volume ramp of large customer sales opportunities, and our ability to protect our intellectual property rights. Furthermore, the majority of our quarterly revenues are derived from customer orders received and fulfilled in the same quarterly period. We have limited visibility into actual end-user demand as such demand impacts us and our OEM customer inventory balances in any given quarter. Consequently, this introduces risk and uncertainty into our revenue and production forecasts and business planning and could negatively impact our financial results. In addition, current uncertainty in the global economic environment
poses a risk to the overall economy as businesses may defer purchases in response to tighter credit conditions, changing overall demand for our products, and negative financial news. Consequently, our results could differ materially from our prior results due to these general economic and market conditions, political events and other risks and uncertainties described more fully in our documents filed with or furnished to the Securities and Exchange Commission.
3
More information about the risks, uncertainties and assumptions that may impact our business is set forth in our Form 10-Q filed with the SEC on October 30, 2015, and our annual report on Form 10-K filed with the SEC on March 2, 2015. All forward-looking statements in this press release, including the guidance for the three months ended March 31, 2016, are based on information available to us as of the date hereof, and we assume no obligation to update these forward-looking statements.
Mellanox is a registered trademark of Mellanox Technologies, Ltd. All other trademarks are property of their respective owners.
###
4

text: Mellanox Technologies

text: Mellanox Technologies

text: Mellanox Technologies

text: EZchip

text: Mellanox® Technologies, Ltd.

text: EZchip

text: EZchip

text: Mellanox

text: EZchip

text: EZchip

text: Mellanox

text: EZchip

text: Mellanox

text: Eyal Waldman

text: Mellanox

text: Mellanox

text: J.P. Morgan Securities LLC

text: Mellanox

text: Herzog Fox & Neeman

text: Latham & Watkins LLP

text: Mellanox

text: EZchip

text: Mellanox

text: Mellanox

text: Mellanox

text: Mellanox Technologies

text: Mellanox

text: Mellanox

text: Mellanox

text: Mellanox Technologies


text:
EX-99.1
4
exhibit99-1pressrelease.htm
PRESS RELEASE ANNOUNCING MILSO ACQUISITION CLOSE
Press release announcing Milso acquisition close
Exhibit
99.1
July
11,
2005 Steven F.
Nicola
CFO,
Secretary & Treasurer
412:442-8262
MATTHEWS
INTERNATIONAL CORPORATION
ANNOUNCES
THE COMPLETION OF THE ACQUISITION OF MILSO INDUSTRIES
PITTSBURGH,
PA, July 11, 2005 -- Matthews International Corporation (NASDAQ NMS:
MATW) today announced that it has completed the purchase of the assets of Milso
Industries ("Milso"). Matthews initially announced on May 31, 2005 the signing
of the definitive agreement for the purchase, which was contingent upon
regulatory approval under the Hart-Scott-Rodino Act ("HSR"). Milso will operate
as a wholly-owned subsidiary of Matthews and will be reported as part of the
Company's Casket Division. Harry Pontone has been named as President of
Matthews' Casket Division, which includes both the Milso and York casket
products.
Milso
reported revenues of approximately $85 million in 2004 and has in excess of 400
employees nationwide. The Company intends to continue to actively use the brand
names of both York and Milso.
Matthews
International Corporation, headquartered in Pittsburgh, Pennsylvania, is a
designer, manufacturer and marketer principally of memorialization products and
brand solutions. Memorialization products consist primarily of bronze memorials
and memorialization products, caskets and cremation equipment for the cemetery
and funeral home industries. Brand solutions include graphics imaging products
and services, merchandising solutions, and marking products. The Company's
products and services include cast bronze memorials and other memorialization
products; caskets; cast and etched architectural products; cremation equipment
and cremation-related products; mausoleums; printing plates, pre-press services,
and imaging systems for the corrugated and primary packaging industries; marking
equipment and consumables for identifying various consumer and industrial
products, components and containers; and merchandising display systems and
marketing and design services.
Any
forward-looking statements contained in this release are included pursuant to
the "safe harbor" provisions of the Private Securities Litigation Reform Act of
1995. Such forward-looking statements involve known and unknown risks and
uncertainties that may cause the Company's actual results in future periods to
be materially different from management's expectations. Although the Company
believes that the expectations reflected in such forward-looking statements are
reasonable, no assurance can be given that such expectations will prove correct.
Factors that could cause the Company's results to differ materially from the
results discussed in such forward-looking statements principally include
economic, competitive, and technological factors beyond the Company's
control.

text: MILSO

text: Milso

text:
Steven F.
Nicola

text:
MATTHEWS
INTERNATIONAL CORPORATION

text: MILSO INDUSTRIES

text: Matthews International Corporation

text:
Milso
Industries

text: Milso

text: Milso

text: Milso

text: Milso

text: Milso

text:
Matthews
International Corporation


text:
EX-99.1
10
ex99-1.txt
Exhibit 99.1
Balchem Corporation Purchases Certain Business Assets of Chinook Global Limited
New Hampton, New York, March 19, 2007 - Balchem Corporation (NASDAQ: BCPC)
today announced that its subsidiary, BCP Ingredients, Inc. acquired certain
choline chloride business assets of Chinook Group Limited of Sombra, Ontario,
Canada. Financial terms will be disclosed in SEC filings relating to the
transaction.
The acquisition will be integrated into BCP Ingredients' existing choline
chloride manufacturing operations in Verona, Missouri and St. Gabriel,
Louisiana. "We are excited at the prospect of enhancing our ability to service
the animal nutrition marketplace from our strategically located facilities.
Global market dynamics require suppliers to gain scale in order to effectively
and economically produce and distribute quality product. Our focused efforts on
choline will enable us to contribute to the development of efficient, high
performance diets formulated by nutritional experts", said Balchem President and
CEO, Dino Rossi. "This acquisition is one more building block in our growth
strategy for the animal nutrition and health industry, and a wonderful
opportunity for Balchem to implement, and for the consumer to realize, more
fully, our synergies which are derived across multiple integrated business
segments."
Choline chloride is an essential nutrient for optimum animal growth, and
is integral in building, regulating, and maintaining cell membrane integrity and
porosity. It also acts as a lipotropic agent, which aids in the utilization and
outward transport of fat in the liver. Choline and choline derivatives are also
used in many other industrial applications.
About Balchem Corporation
Balchem Corporation consists primarily of three business segments: ARC Specialty
Products, Encapsulated/Nutritional Products, and BCP Ingredients, our
unencapsulated feed supplements segment. Through ARC Specialty Products, Balchem
provides specialty-packaged chemicals for use in healthcare and other
industries. The Encapsulated/Nutritional segment provides proprietary
microencapsulation solutions to an expanding variety of applications. BCP
Ingredients manufactures and supplies choline chloride and derivatives used
primarily in the poultry and swine industries.
Contact: Frank Fitzpatrick, Chief Financial Officer
Telephone: 845-326-5600

text: Balchem Corporation

text: Chinook Global Limited

text: Balchem Corporation

text: BCP Ingredients, Inc.

text: Chinook Group Limited

text: BCP Ingredients

text: Balchem Corporation

text: Balchem Corporation

text: BCP Ingredients

text:
BCP
Ingredients

text: Frank Fitzpatrick


text:
EX-99.1
12
v192170_ex99-1.htm
Exhibit
99.1
Cyalume
Technologies Announces Completion of Offering of Convertible Notes
WEST
SPRINGFIELD, Mass., July 29, 2010 (GLOBE NEWSWIRE) - Cyalume Technologies
Holdings, Inc. (OTCBB:CYLU) today announced the closing of the issuance of $8.5
million in Convertible Notes due in 2014.
The
convertible notes will pay interest quarterly at a rate of 11% per annum and
will mature on March 19, 2014, unless earlier repurchased or converted. The
non-amortizing notes are convertible at any time into 2,666,667 shares of
Cyalume common stock at a conversion price of approximately $3.19 per share of
common stock. In addition, at Closing, the note holders will receive in
aggregate 160,000 warrants for the Company's common stock, exercisable at the
note holders' option at a strike price of $2.00 per share. The warrants
will have a five-year term.
The
Company will use the net proceeds of the offering to reduce the outstanding
principal balance on its notes payable with TD Bank, N.A. The Company has the
right to prepay the loan at whole or in part at any time without
penalty. As part of the transaction Cyalume will reduce principal payments
significantly improving cash flow for operations.
The
convertible notes will be Cyalume's senior secured obligations and will
rank junior to all senior debt held by TD Bank, but senior to all other
remaining long term debt including existing and future subordinated
debt.
"This
transaction significantly improves Cyalume's ability to execute on management's
strategic vision for the company by extending a portion of the company's
liability structure in a very cost effective manner", said Cyalume's President
and CEO, Derek Dunaway. "We will immediately benefit from the improved
debt structure by accelerating our efforts to implement planned organizational
enhancements that will allow us to capitalize on all of the opportunities we are
seeing in the ammunition business".
About
Cyalume Technologies
Cyalume
Technologies is the world leader in the chemiluminescent industry providing
dependable light for uses by militaries, police, fire and other public safety
organizations in the U.S., NATO countries and the Middle East. Cyalume's
chemical lights are depended on in emergencies such as blackouts, industrial
accidents, acts of terrorism and natural disasters. A full complement of
Military grade Cyalume(R) brand, Industrial grade SnapLight(R) brand and
Consumer grade SafetyBright(R) brand emergency lighting solutions are
manufactured at its plant in West Springfield, MA.
CONTACT: Cyalume
Technologies Holdings, Inc.
Derek
Dunaway, President and Chief Executive Officer
(413)
858-2500
ddunaway@cyalume.com

text:
Cyalume
Technologies

text:
Cyalume Technologies
Holdings, Inc.

text: TD Bank

text: TD Bank

text: Derek Dunaway

text: Cyalume Technologies

text:
Cyalume
Technologies

text:
Cyalume
Technologies Holdings, Inc.

text:
Derek
Dunaway


text:
EX-99.1
2
c47127_ex99-1.htm
Exhibit 99.1
TIAA-CREF Global Real Estate and Developers Diversified Close on Joint Venture and Acquire 67 Community Retail Center Properties for $3 Billion
NEW YORK, March 1 -- TIAA-CREF, the financial services organization and leading provider of retirement services in the academic, research, medical and cultural fields, and Developers Diversified, the nation's leading
owner, manager and developer of market-dominant community centers, announced the closing of their joint venture created to purchase a portfolio of 67 community retail centers for approximately $3.0 billion of total asset value.
"These retail properties are a superb addition to our well diversified portfolio of high quality real estate assets", said Tom Garbutt managing director and head of TIAA-CREF's Global Real Estate unit. "TIAA-CREF's
commitment to these properties not only adds to the retail allocation of our portfolio, but it underscores our belief that this is a strong collaboration, with a strong strategic partner".
Given Developers Diversified's size and experience, TIAA-CREF expects to receive added value from Developers Diversified's management through enhanced operating proficiency and strong tenant relationships.
An affiliate of TIAA contributed 85% of the equity in the joint venture, and an affiliate of Developers Diversified contributed 15% of the equity in the joint venture. Leverage did not exceed
60% of the aggregate value of the properties.
The properties in this portfolio are located predominately in Southeastern U.S. markets and are currently anchored by leading discount and specialty retailers.
About TIAA-CREF:
TIAA-CREF is a national financial services organization with more than $406 billion in combined assets under management (12/30/06) and the leading provider of retirement services to individuals and institutions in
the academic, research, medical, philanthropic and cultural fields. Learn more About TIAA-CREF.
TIAA-CREF Contact:
Chad Peterson, Director, Corporate Media Relations
cpeterson@tiaa-cref.org
, 212-916-4808 Cell: 917-715-9083
Jennifer Compton, Sr. Media Relations Officer
jcompton@tiaa-cref.org
, 212-913-3486 Cell: 917-597-8896

text: TIAA-CREF

text: Developers Diversified

text: TIAA-CREF

text: Developers Diversified

text: Tom Garbutt

text: TIAA-CREF

text: TIAA-CREF

text: Developers Diversified

text: TIAA-CREF

text: Developers Diversified

text: Developers Diversified

text: TIAA-CREF

text: TIAA-CREF

text: TIAA-CREF

text: TIAA-CREF

text: Chad Peterson


text:
EX-99.1
5
f8k091119ex99-1_jerrickmedia.htm
PRESS RELEASE, DATED SEPTEMBER 12, 2019
Exhibit 99.1
Jerrick
Media Holdings, Inc. Completes the Acquisition of Digital E-Commerce Agency Seller's Choice
●
Acquisition
is immediately accretive to Jerrick's earnings.
●
Integration
of companies' sales groups well underway.
●
Synergies
identified for existing clients in the food, beauty and wellness space.
FORT
LEE, N.J., September 12, 2019 /PRNewswire/ -- Jerrick Media Holdings, Inc. (OTCQB: JMDA) (the "Company" or "Jerrick"),
a technology company and the creator of Vocal, today announced the completion of its acquisition of full-service e-commerce marketing
agency Seller's Choice.
Under
the terms of the purchase agreement, Jerrick acquired Seller's Choice for $2 million, representing an approximate 1.3-1.5
multiple of the Company's projected 12-month-forward revenues, consisting of $340,000 in cash, a $660,000 promissory note
and $1 million in stock.
Jerrick
CEO Jeremy Frommer said, "T
he integration of Seller's Choice personnel into
the Company is well underway. Operational synergies are expected to translate into significant cost savings for the Company. The
respective Seller's Choice and Vocal for Brands sales forces have begun integrating processes and protocols. I expect the
deal to be immediately accretive to earnings and have a positive effect on net equity".
Added
Seller's Choice CEO Jay Goldberg, "We are excited to join the Jerrick team. In
partnering with Jerrick and aligning our premium service offerings with Vocal for Brands, Seller's Choice will bring new
products, brands and creators to the growing Jerrick business community".
About
Jerrick
Jerrick
is a holding company that develops technology-based solutions. Its flagship product Vocal is a long-form, digital publishing platform
focused on supporting content creators by providing them with publishing tools and monetization features that are embedded within
digital communities. Vocal is architected to enable targeted marketing of branded content and e-commerce opportunities embedded
within long-form content. Vocal's community sites are managed by a dedicated team, whose primary focus is on creating safe communities
and identifying monetization opportunities within them.
For
more information please review Jerrick's Investor Presentation:
https://jerrickmedia.docsend.com/view/6pdcppw
About
Seller's Choice
Seller's
Choice is a full-service e-commerce digital marketing solution provider which leverages their platform and professional services
to advance the reach of both B2B and B2C product and service brands. Utilizing their integrative next-gen marketing platform,
Seller's Choice focuses cohesively in the four key factors of online sellers-sell-through, differentiation, community and
compliance-to help e-commerce businesses establish their brand identity and realize profitable and sustainable growth while
maximizing customer engagement and retention.
Forward-Looking Statements
Any
statements that are not historical facts and that express, or involve discussions as to, expectations, beliefs, plans, objectives,
assumptions or future events or performance (often, but not always, indicated through the use of words or phrases such as "will
likely result", "are expected to", "will continue", "is anticipated", "estimated,"
"intends", "plans", "believes" and "projects"), including, but not limited to, the Company's
acquisition of Seller's Choice, may be forward-looking and may involve estimates and uncertainties which could cause actual
results to differ materially from those expressed in the forward-looking statements. We caution that the factors described herein
could cause actual results to differ materially from those expressed in any forward-looking statements we make and that investors
should not place undue reliance on any such forward-looking statements. Further, any forward-looking statements speak only as
of the date on which such statement is made, and we undertake no obligation to update any forward-looking statements to reflect
events or circumstances after the date on which such statement is made or to reflect the occurrence of anticipated or unanticipated
events or circumstances. New factors may emerge from time to time, and it is not possible for us to predict all of such factors.
Further, we cannot assess the impact of each such factor on our results of operations 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. Certain risks
and uncertainties applicable to us are described in the "Risk Factors" section of our most recent Annual Report on
Form 10-K and in other filings we have made with the U.S. Securities and Exchange Commission. These reports are available at www.sec.gov.

text:
Jerrick
Media Holdings, Inc.

text: Digital E-Commerce Agency

text: Jerrick

text: Jerrick Media Holdings, Inc.

text: Jerrick

text: Jerrick

text: Jerrick

text: Jerrick

text: Jerrick

text: Jerrick

text: Jerrick

text: Jerrick

text: Jerrick


text:
EX-99
2
r8kexhibit030205.txt
PREMIER ORACLE CONSULTANCY ACQUIRED BY ZANETT
Whitbread Technology Partners Joins the IT Commonwealth(TM)
NEW YORK, NY(BUSINESS WIRE)March 2, 2005 Zanett, Inc., today announced the
acquisition of Whitbread Technology Partners (Whitbread), a Boston,
Massachusetts based Oracle consulting firm. Whitbread is one of the strongest
Oracle Partners in the New England region, and Zanett plans to use Whitbread
to expand its national Oracle practice.
Zanetts business model is truly unique, said Joel DArcy, founder of
Whitbread. The IT Commonwealth will provide Whitbread with the financial
clout, leveraged marketing and back office efficiencies that we believe will
propel it from a regional consultancy to one with national scope. Whitbread
complements Zanetts current businesses well and we are pleased to become
members of this growing organization.
David McCarthy, CEO of Zanett, noted, The Whitbread acquisition is a further
validation of our strategy. We continue to attract successful consultancies
that increase the depth and breadth of the IT Commonwealth. Not only does
Whitbread have a proven track record and outstanding reputation, but their
Oracle practice strengthens the existing enterprise resource planning (ERP)
capabilities of our IT Commonwealth member INRANGE Consulting.
About Whitbread Technology Partners
Whitbread was founded in January 2000 to offer custom ERP/CRM solutions to
customers using the Oracle EBusiness Suite software applications. Joel DArcy,
the companys founder worked previously for Oracle as a Practice Director.
Based outside Boston, Whitbreads operations are focused in the New England
region. Oracle has recognized the performance of Whitbread on both a regional
and national level, awarding Whitbread its highest recognition as a Certified
Advantage Partner. Whitbreads key service areas include; project management,
business and functional consulting, technical services, application support,
and training.
About Zanett, Inc. (www.zanett.com)
Zanett, Inc. is an information technology (IT) holding company that provides
specialized IT solutions through its operating subsidiaries. The Company has
two business segments: Commercial Solutions and Government Solutions. The
Commercial Solutions segment consists of its wholly owned subsidiaries: Back
Bay Technologies, Inc., a technology consulting firm; INRANGE Consulting
Corp., Inc., which provides technology consulting services related enterprise
resource planning, supply chain management and customer relationship
management (CRM) solutions, and Delta Communications Group, Inc., a voice and
data communications network integrator. The Government Solutions segment
consists of a wholly owned subsidiary, Paragon Dynamics, Inc., which provides
advanced software and satellite engineering services.
Certain statements in this news release regarding future expectations and
plans for future activities may be regarded as forward looking statements
within the meaning of the Securities Litigation Reform Act. These statements
involve, among other things, known and unknown risks, uncertainties and other
factors that may cause Zanett, Inc.s actual results, levels of activity,
performance or achievements to be materially different from any future
results, levels of activity, performance or achievements expressed or implied
by such forward looking statements. Zanett, Inc. undertakes no obligation
topublicly update or revise any forward looking statements, whether as a
result of new information, future events or otherwise. For a more detailed
discussion of some of the foregoing risks and uncertainties, see Zanett,
Inc.s filings with the Securities and Exchange Commission.

text: ZANETT

text: Whitbread Technology Partners

text: Zanett, Inc.

text: Whitbread Technology Partners

text: Zanett

text: Zanett

text: Whitbread Technology Partners

text: Zanett, Inc.

text: Zanett, Inc.

text: Zanett

text: Zanett, Inc.

text: Zanett