text:
EX-99.1
10
d578017dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
WMIH Corp.
WMIH
Completes Merger with Nationstar Mortgage
SEATTLE, JULY
31, 2018 -
WMIH Corp. (NASDAQ: WMIH)
("WMIH") today announced that it has completed its acquisition of Nationstar Mortgage Holdings Inc. ("Nationstar").
The combined
company will offer both mortgage servicing and a fully integrated loan originations platform, supported by its Xome
®
business, which provides services spanning the real estate and mortgage
markets. With more than three million customers, the combined company will offer customers a caring, transparent and seamless experience. As one of the largest mortgage servicers in the country, operating under its Mr. Cooper
®
brand, the company is uniquely positioned for growth in a highly addressable and extremely healthy housing market.
"We are pleased to complete this merger and begin our next phase of growth as an even stronger company, well-positioned to capitalize on the trends in
the housing market and build on our leadership in the industry", said Jay Bray, Chairman and Chief Executive Officer of the combined company. "Our company is moving forward with a strong financial foundation and a
best-in-class
integrated servicing and originations platform. We are excited about the opportunities ahead to expand our platform and create shareholder value by making
homeownership simpler for millions of Americans".
In connection with the closing of the merger, and pursuant to the merger agreement,
William C. Gallagher, Diane B. Glossman, Michael J. Renoff and Michael L. Willingham have resigned from the WMIH board of directors, and the remaining directors of the WMIH board of directors, who are Christopher J.
Harrington, Tagar C. Olson and Steven D. Scheiwe, have appointed Jay Bray, as Chairman, Roy A. Guthrie, as Lead Director, Robert H. Gidel Sr. and Michael D. Malone to the WMIH board of directors. Following such
appointments, the WMIH board of directors appointed, among others, Jay Bray (President and Chief Executive Officer), Anthony Ebers (Executive Vice President and Chief Operating Officer), Amar Patel (Executive Vice President and Chief
Financial Officer), Mike Rawls (Executive Vice President, Servicing) and Anthony Villani (Executive Vice President and General Counsel) as officers of the combined company.
The newly appointed directors and officers bring a wide variety of expertise, qualifications, attributes and skills to the governance of the combined company.
Timothy F. Jaeger (Senior Vice President), Charles "Chad" Smith (Executive Vice President and Assistant Secretary), Peter Struck
(Senior Vice President) and Weijia "Vicky" Wu (Senior Vice President) will remain as officers of the combined company.
Following the close of
the transaction, the combined company will continue to trade on NASDAQ under the ticker symbol "WMIH" in the near term. As a result of the merger, shares of Nationstar common stock will no longer be listed for trading on the New York Stock
Exchange. WMIH expects to change its name to "Mr. Cooper Group Inc." and its ticker symbol to "COOP", and the combined company is evaluating other administrative and corporate actions, including a reverse stock split, which would
require a shareholder vote. WMIH will provide updates on any such actions when appropriate.
About WMIH Corp.
WMIH Corp.'s (NASDAQ: WMIH), formerly known as Washington Mutual, Inc., operations consist primarily of Nationstar, which provides quality servicing,
origination and transaction-based services related principally to single-family residences throughout the United States. Nationstar is a recognized leader in the mortgage industry with more than two decades of experience, and with its flagship
brand, Mr. Cooper
®
, is one of the largest mortgage servicers in the country. A subsidiary of WMIH also operates a legacy reinsurance business in runoff mode. Additional information
regarding WMIH may be found at www.wmih-corp.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 including, but not limited
to, WMIH's expectations or predictions of future financial or business performance or conditions. All statements other than statements of historical or current fact included in this press release that address activities, events, conditions or
developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations,
plans, objectives, future performance and business and these statements are not guarantees of future performance. Forward-looking statements may include the words "anticipate", "estimate", "expect", "project,"
"intend", "plan", "believe", "strategy", "future", "opportunity", "may", "should", "will", "would", "will be", "will continue,"
"will likely result", and similar expressions. Such forward-looking statements involve risks and uncertainties that may cause actual events, results or performance to differ materially from those indicated by such statements. Certain of
these risks are identified and discussed in documents WMIH and Nationstar have filed or will file from time to time with the SEC. These risk factors will be important to consider in determining future results and should be reviewed in their
entirety. These forward-looking statements are expressed in good faith, and WMIH believes there is a reasonable basis for them. However, there can be no assurance that the events, results or trends identified in these forward-looking statements will
occur or be achieved. Forward-looking statements speak only as of the date they are made, and WMIH is not under any obligation, and expressly disclaims any obligation, to update, alter or otherwise revise any forward-looking statement, except as
required by law. Readers should carefully review the statements set forth in the reports that WMIH and Nationstar have filed or will file from time to time with the SEC.
Contacts
Andrew Siegel / Aaron Palash
Joele Frank
212-355-4449
Or
Richard Delgado
(214)
687-4844
richard.delgado@mrcooper.com

text: WMIH Corp.

text: WMIH

text: Nationstar Mortgage

text: WMIH Corp.

text: WMIH

text: WMIH

text: Nationstar Mortgage Holdings Inc.

text: Nationstar

text: Jay Bray

text: WMIH

text: WMIH

text: Jay Bray

text: WMIH

text: WMIH

text: Jay Bray

text: WMIH

text: Nationstar

text: WMIH

text: WMIH

text: WMIH Corp.

text: WMIH Corp.

text: WMIH

text: Nationstar

text: Nationstar

text: WMIH

text: WMIH

text: WMIH

text: WMIH

text: Nationstar

text: WMIH

text: WMIH

text: WMIH

text: Nationstar


dataset: buster

text:
EX-99.1
8
v117061_ex99-1.htm
Neuro-Hitech,
Inc. Announces Acquisition of MCR American Pharmaceuticals
Closes
on Equity Raise
New
York,
NY
-
June 11,
2008 - Neuro-Hitech, Inc. (OTC BB: NHPI.OB
-
News),
a New
York-based pharmaceutical company previously focused on developing innovative
drugs for the treatment of neurodegenerative diseases, today announced the
acquisition of MCR American Pharmaceuticals, Inc. ("MCR") and AMBI
Pharmaceuticals, Inc. ("AMBI"). MCR and AMBI are engaged in a specialty
pharmaceutical business focusing on the development, marketing and distribution
of branded and generic pharmaceutical products targeted primarily to the cough
and cold markets.
"We
are
very excited about this transformational acquisition", commented Mark Auerbach
the Chairman of the Board of Neuro-Hitech. "The MCR/AMBI business is an
excellent platform on which to build a diverse product portfolio to accelerate
the company's growth and position it to leverage our management and board
expertise".
Neuro-Hitech
announced the appointment of Matt Colpoys as its new President and Chief
Executive Officer, and as a director. He replaces Dr. Gary T. Shearman, who
resigned concurrent with the acquisition to pursue other interests.
Mr.
Colpoys has over 20 years experience in the pharmaceutical industry, most
recently as Vice-President of Marketing and Sales at Insmed, Inc. Prior to
that
he held management positions in commercial operations at Pharmacia (now Pfizer)
and Genentech where he was instrumental in the commercial launch of two
specialty pharmaceutical products which sell in excess of $600 million per
year.
Mr. Colpoys also worked as the Senior Director of the Pain and Neurology
division of Elan Pharmaceuticals, Inc.
Mr.
Colpoys said, "I am pleased to be associated with such a strong and experienced
board and management group and look forward to working with them as we execute
our business plan going forward".
For
the
three months ended March 31, 2008, the combined MCR and AMBI businesses had
revenues of approximately $2.7 million and net income of approximately $400,000.
The results for the three months ended March 31, 2008 are not necessarily
indicative of results for the year ending December 31, 2008. In late 2007
MCR/AMBI reformulated their products and since December 2007 have been engaged
in the distribution of the reformulated products.
Neuro-Hitech
also announced changes in the composition of its board of directors. In addition
to Mr. Colpoys, Phillip Young and Kevin Esval were appointed to the board of
directors replacing Dr. Shearman, Jay Lombard and Neuro-Hitech co-founder,
Alan
Kestenbaum. Dr. Lombard has joined Neuro-Hitech's Advisory Board.
Mr.
Young
has over 25 years of pharmaceutical experience in product development, launch
and commercialization. He currently serves as Chief Executive Officer and
President of Osteologix, Inc. Mr. Young previously served as Executive Vice
President of Commercial Operations and Chief Business Officer of Insmed, Inc.
Mr. Young has also served in various executive positions at Pharmacia (now
Pfizer) and Genentech. Mr. Young played a key role in Elan Pharmaceuticals
acquisition of Neurex Pharmaceuticals, where he was responsible for developing
and managing the commercial and clinical strategies for new product launches
and
expanding label indications as Vice President and General Manager.
Mr.
Esval
is founder and President of VelocityHealth Securities, Inc., a boutique
investment bank focusing exclusively on providing life sciences companies with
strategic advice, debt and equity capital placements and merger and acquisition
advisory services. Mr. Esval currently serves as a director of Dayspring Pharma,
LLC.
VelocityHealth
Securities acted as Financial Advisor to MCR American Pharmaceuticals in this
transaction.
In
connection with the acquisition, Neuro-Hitech issued consideration consisting
of
an aggregate of: (i) $4,400,000 in cash, (ii) two promissory notes
with an aggregate principal amount of $6 million and (iii) 3,033,333 shares
of restricted Neuro-Hitech common stock. The shares issued in connection with
the acquisition are subject to lock-up for between 12 and 30 months.
Neuro-Hitech
continues to explore opportunities to enter into collaborative, joint and
strategic alliances, and licensing arrangements with one or more pharmaceutical
companies for the further development of Huperzine A and the company's pipeline
of pre-clinical compounds.
Neuro-Hitech
concurrently closed on a private offering of 12,100,000 shares of its common
stock for an aggregate of $3.025 million in cash.
Neuro-Hitech
is concurrently filing a Form 8-K with the Securities and Exchange Commission
which should be reviewed for additional information about the aforementioned
transactions, a consulting agreement between Neuro-Hitech and the seller, and
a
supply agreement between Neuro-Hitech and a manufacturer owned by the seller.
About
Neuro-Hitech
Neuro-Hitech,
Inc. is a New York-based specialty pharmaceutical company focusing on the
development, marketing and distribution of branded and generic pharmaceutical
products. The company is also exploring opportunities to enter into
collaborative, joint and strategic alliances, and licensing arrangements with
one or more pharmaceutical companies for the further development of Huperzine
A
and the company's pipeline of pre-clinical compounds.
FORWARD-LOOKING
STATEMENTS
This
press release contains forward-looking statements (as defined in Section 27A
of
the Securities Act and Section 21E of the Exchange Act). To the extent that
any
statements made in this press release contain information that is not
historical, these statements are essentially forward-looking. Forward-looking
statements can be identified by the use of words such as "expects", "plans,"
"will", "may", "anticipates", "believes", "should", "intends", "estimates,"
"projects" and other words of similar meaning. These statements are subject
to
risks and uncertainties that cannot be predicted or quantified and consequently,
actual results may differ materially from those expressed or implied by such
forward-looking statements. Such risks and uncertainties include those outlined
in "Risk Factors" found within our Annual Report on Form 10-KSB and include,
without limitation, Neuro-Hitech's limited cash and ability to raise capital
to
finance the growth of Neuro-Hitech's operations, the ability of Neuro-Hitech
to
develop its products and obtain necessary governmental approvals, Neuro-Hitech's
ability to protect its proprietary information, Neuro-Hitech's ability to
attract or retain qualified personnel, including scientific and technical
personnel and other risks detailed from time to time in Neuro-Hitech's filings
with the SEC, or otherwise.
Company
Contact:
David
Barrett
CFO
Neuro-Hitech,
Inc.
212-594-1215
Source:
Neuro-Hitech

label: organization

text:
Neuro-Hitech,
Inc

text: MCR American Pharmaceuticals

text: Neuro-Hitech, Inc.

text: MCR American Pharmaceuticals, Inc.

label: person

text: Gary T. Shearman

text: VelocityHealth Securities

text:
VelocityHealth
Securities

text: MCR American Pharmaceuticals

text:
Neuro-Hitech,
Inc.

text:
David
Barrett

text:
Neuro-Hitech,
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
a15-18657_1ex99d1.htm
EX-99.1
Exhibit 99.1
TE Connectivity Completes Sale of its
Broadband Network Solutions Business to CommScope
Majority of sale proceeds expected to be used for share repurchase;
Connectivity and sensor solutions now account for 90 percent of sales
SCHAFFHAUSEN, Switzerland - August 28, 2015 - TE Connectivity Ltd. (NYSE: TEL), a world leader in connectivity, today announced that it has completed the previously announced divestiture of its Broadband Network Solutions (BNS) business to CommScope (NASDAQ: COMM) for $3.0 billion. TE continues to expect to use the majority of the proceeds from the sale for share repurchase, making the transaction neutral to adjusted earnings per share (EPS) in one year's time.
"Our strategy is focused on strengthening our leadership position in connectivity and sensor solutions, with an emphasis on harsh environment applications", said TE Connectivity Chairman and CEO Tom Lynch. "With the sale, 90 percent of our sales are derived from the attractive connectivity and sensor markets, and over 80 percent address harsh environments applications. These markets have strong underlying growth drivers as customers develop innovative products to meet the demands of a smarter, greener, safer and more connected world. We want to thank the BNS team for their leadership over the years, and wish them continued success as part of the CommScope team".
NON-GAAP MEASURES
Adjusted Earnings Per Share is a non-GAAP measure and should not be considered a replacement for GAAP results. Adjusted Earnings Per Share represents diluted earnings per share from continuing operations attributable to TE Connectivity Ltd. (the most comparable GAAP measure) before special items, including charges or income related to restructuring and other charges, acquisition related charges, impairment charges, tax sharing income related to certain proposed adjustments to prior period tax returns and other tax items, certain significant special tax items, other income or charges, if any, and, if applicable, the related tax effects. Adjusted Earnings Per Share is not intended to represent results of operations in accordance with GAAP and should not be considered a substitute for diluted earnings per share from continuing operations or any other operating measure prepared in accordance with GAAP.
FORWARD-LOOKING STATEMENTS
This release contains certain "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to risks, uncertainty and changes in circumstances, which may cause actual results, performance, financial condition or achievements to differ materially from anticipated results, performance, financial condition or
1
achievements. All statements contained herein that are not clearly historical in nature are forward-looking and the words "anticipate", "believe", "expect", "estimate", "plan", and similar expressions are generally intended to identify forward-looking statements. We have no intention and are under no obligation to update or alter (and expressly disclaim any such intention or obligation to do so) our forward-looking statements whether as a result of new information, future events or otherwise, except to the extent required by law. The forward-looking statements in this release include statements addressing our future financial condition and operating results and our expected use of proceeds received from the sale of the Broadband Network Solutions business. Examples of factors that could cause actual results to differ materially from those described in the forward-looking statements include, among others, business, economic, competitive and regulatory risks, such as conditions affecting demand for products, particularly in the automotive industry and the consumer devices industries; competition and pricing pressure; fluctuations in foreign currency exchange rates and commodity prices; natural disasters and political, economic and military instability in countries in which we operate; developments in the credit markets; future goodwill impairment; compliance with current and future environmental and other laws and regulations; the possible effects on us of changes in tax laws, tax treaties and other legislation; and the risk that we do not realize the anticipated benefits from the sale of the Broadband Network Solutions business. More detailed information about these and other factors is set forth in TE Connectivity Ltd.'s Annual Report on Form 10-K for the fiscal year ended Sept. 26, 2014 as well as in our Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other reports filed by us with the U.S. Securities and Exchange Commission.
ABOUT TE CONNECTIVITY
TE Connectivity (NYSE: TEL) is a $12 billion global technology leader. Our connectivity and sensor solutions are essential in today's increasingly connected world. We collaborate with engineers to transform their concepts into creations - redefining what's possible using intelligent, efficient and high-performing TE products and solutions proven in harsh environments. Our 75,000 people, including 7,300 engineers, partner with customers in over 150 countries across a wide range of industries. We believe EVERY CONNECTION COUNTS - www.TE.com.
# # #
Contacts:
Media Relations
:
Investor Relations
:
Jane Crawford
Sujal Shah
TE Connectivity
TE Connectivity
610-893-9689
610-893-9790
Jane.crawford@te.com
Sujal.shah@te.com
2

text: TE Connectivity

text: Broadband Network Solutions

text: CommScope

text: TE Connectivity Ltd.

text: Broadband Network Solutions

text: CommScope

text: TE Connectivity

text: CommScope

text: TE Connectivity Ltd.

text: Broadband Network Solutions

text: Broadband Network Solutions

text: TE Connectivity Ltd.

text: TE CONNECTIVITY

text: TE Connectivity

text: TE Connectivity

text: TE Connectivity


text:
EX-99.1
4
ex99-1.htm
EXHIBIT 99.1
ex99-1.htm
Exhibit 99.1
VECTOR CAPITAL COMPLETES ACQUISITION OF CHYRONHEGO
Melville, NY - March 9, 2015 - ChyronHego Corporation, a leading provider in broadcast graphics creation, play-out and real-time data visualization offering a wide variety of products and services for live television, news and sports production, today announced the completion of its acquisition by funds managed by Vector Capital, a leading private equity firm specializing in transformational investments in established technology businesses.
ChyronHego's stockholders approved the $120 million transaction at a special meeting of the stockholders on March 6, 2015. Under the terms of the merger agreement, ChyronHego stockholders will receive $2.82 per share in cash, and ChyronHego common stock has ceased trading on the NASDAQ Stock Exchange.
"We are delighted to be working with Vector Capital", said Johan Apel, President and Chief Executive at ChyronHego. "As a private company, ChyronHego will be ideally positioned to reinforce the Company's leadership in news, sports and live production solutions. The Vector team has a strong track record of success in acquiring and operating innovative technology companies, and our partnership with them will enable us to reach new levels of scale, technological capabilities and customer service".
David Fishman, Managing Director at Vector Capital, who will join ChyronHego's Board of Directors, said: "We believe that as a private company with Vector's financial support ChyronHego will be well positioned to capitalize on the significant opportunities in broadcast graphics creation, play-out and real time data visualization. Over time, we are confident the Company will be well positioned to capitalize on the exciting trends in the sports, news and live television markets".
"We welcome ChyronHego to the Vector family", said Nick Lukens, Vice President at Vector.
"We are very excited to roll up our sleeves and get to work with the talented team at ChyronHego. Through our partnership with management, we are committed to strengthening and expanding ChyronHego's market leading product and service capabilities".
About ChyronHego
ChyronHego is a global leader in broadcast graphics creation, play-out and real-time data visualization with a wide range of products and services for live television, news and sports production. The Company offers award-winning solutions - such as the TRACAB™ player tracking system and end-to-end BlueNet™ graphics workflow - under the collective ChyronHego brand. Headquartered in Melville, N.Y., the Company also has offices in the Czech Republic, Denmark, Finland, Germany, Mexico, Norway, Singapore, Slovak Republic, Sweden and the United Kingdom. For more information on ChyronHego, visit www.chyronhego.com.
About Vector Capital
Vector Capital is a leading global private equity firm specializing in transformational investments in established technology businesses. Vector identifies and pursues these investments in both the private and public markets. Vector actively partners with management teams to devise and execute new financial and business strategies that materially improve the competitive standing of these businesses and enhance their value for employees, customers and shareholders. Among Vector's notable investments are Aladdin Knowledge Systems, Allegro Development, Cambium Networks, Certara, CollabNet, Corel, IPVALUE Management, LANDesk Software, Niku, Gerber Scientific, RAE Systems, Register.com, Saba, SafeNet, Technicolor, Teletrac, Tidel, Triton Digital, WatchGuard Technologies and WinZip. For more information, visit www.vectorcapital.com.
Contacts:
ChyronHego
Allyson Patanella
Public Relations Manager
Tel: +1 631.845.2102
Vector
Jonathan Gasthalter/John Christiansen
Sard Verbinnen & Co
(212) 687-8080 / (415) 618-8750

label: fund

text: VECTOR CAPITAL

override: fund

review_confirmation: Root reconciliation of residual audited mention

text: CHYRONHEGO

override: organization

text: ChyronHego Corporation

text: Vector Capital

text: ChyronHego

text: ChyronHego

text: ChyronHego

text: Vector Capital

text: Johan Apel

text: ChyronHego

text: ChyronHego

text: Vector

text: David Fishman

text: Vector Capital

text: ChyronHego

text: Vector

text: ChyronHego

text: ChyronHego

text: Vector

text: Nick Lukens

text: Vector

text: ChyronHego

text: ChyronHego

text: ChyronHego

text: ChyronHego

text: ChyronHego

text: ChyronHego

text: Vector Capital

text: Vector Capital

text: Vector

text: Vector

text: Vector

text: ChyronHego

text: Vector


text:
EX-99.1
4
ex_132218.htm
EXHIBIT 99.1
ex_132218.htm
Exhibit 99.1
Company Contacts:
Investor Contacts:
Nuvectra Corporation
The Ruth Group
Walter Berger, COO & CFO
Tram Bui / Brian Johnston
(214) 474-3102
(646) 536-7035 / 7028
wberger@nuvectramed.com
investors@nuvectramed.com
Nuvectra
Announces
Divest
ure of
NeuroNexus Subsidiary
Plano, Texas,
January
2
,
2019
- Nuvectra Corporation (NASDAQ: NVTR), a neurostimulation medical device company, announced today that it has entered into an agreement effective December 31, 2018, to sell its wholly owned subsidiary NeuroNexus Technologies, Inc. ("NeuroNexus") to NEL Group, Inc., an entity affiliated with certain former employees of NeuroNexus, for $5.0 million in cash. NeuroNexus will operate as a separate entity following the sale. NeuroNexus designs, manufactures and markets neural-interface technologies for the neuroscience clinical animal research market.
Scott Drees, Chief Executive Officer, commented, "We appreciate the contributions made by Daryl Kipke and the NeuroNexus team over the past years, and for their work to advance neuroscience technologies. We wish them great success and believe that the divestiture will allow Nuvectra to further focus its resources on our neuromodulation commercial growth strategies".
About
Nuvectra Corporation
Nuvectra
®
is a neurostimulation company committed to helping physicians improve the lives of people with chronic conditions. The Algovita
®
Spinal Cord Stimulation (SCS) System is our first commercial offering and is CE marked and FDA approved for the treatment of chronic intractable pain of the trunk and/or limbs. Our innovative technology platform also has capabilities under development to support other indications such as sacral neuromodulation (SNM) for the treatment of overactive bladder, and deep brain stimulation (DBS) for the treatment of Parkinson's Disease. Visit the Nuvectra website at
www.nuvectramed.com
Cautionary Note Regarding Forward-Looking Statements
This press release contains "forward-looking statements", including statements we make regarding the outlook for Nuvectra as an independent publicly-traded company. Forward-looking statements are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions, and therefore they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and may be outside of our control. Our actual performance may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Any forward-looking statement made by us is based only on information currently available to us and speaks only as of the date on which it is made. Important factors that could cause our actual results to differ materially from those indicated in the forward-looking statements include: (i) our ability to successfully commercialize Algovita and to develop, complete and commercialize enhancements or improvements to Algovita; (ii) our ability to successfully compete with our current SCS competitors and the ability of our U.S. sales representatives to successfully establish market share and acceptance of Algovita, (iii) the uncertainty and timing of obtaining regulatory approvals in the United States and Europe for our Virtis SNM system, (iv) our ability to successfully launch and commercialize the Virtis SNM system if and when it receives regulatory approval (v) our ability to demonstrate the features, perceived benefits and capabilities of Algovita to physicians and patients in competition with similar products already well established and sold in the SCS market; (vi) our ability to anticipate and satisfy customer needs and preferences and to develop, introduce and commercialize new products or advancements and improvements to Algovita in order to successfully meet our customers' expectations; (vii) the outcome of our development plans for our neurostimulation technology platform, including our ability to identify additional indications or conditions for which we may develop neurostimulation medical devices or therapies and seek regulatory approval thereof; (viii) our ability to identify business development and growth opportunities and to successfully execute on our strategy, including our ability to seek and develop strategic partnerships with third parties to, among other things, fund clinical and development costs for new product offerings; (ix) the performance by our development partners, including Aleva Neurotherapeutics, S.A., of their obligations under their agreements with us; (x) the scope of protection for our intellectual property rights covering Algovita and other products using our neurostimulation technology platform, along with any product enhancements or improvements; (xi) our ability to successfully build, attract and maintain an effective commercial infrastructure and qualified sales force in the United States; (xii) our compliance with all regulatory and legal requirements regarding implantable medical devices and interactions with healthcare professionals; (xiii) our reliance on each of Integer, our exclusive and sole manufacturer and supplier of parts and components for Algovita, and Minnetronix, Inc., our sole-source supplier of external peripheral devices; (xiv) any supplier shortages related to Algovita or its components and any manufacturing disruptions which may impact our inventory supply as we expand our business; (xv) any product recalls, or the receipt of any warning letters, mandatory corrections or fines from any governmental or regulatory agency; (xvi) our ability to satisfy the conditions and covenants of our Credit Facility; and (xvii) our ability to raise capital should it become necessary to do so, through another public offering of our common stock, private equity or debt financings, strategic partnerships, or other sources. Please see the section entitled "Risk Factors" in Nuvectra's Annual Report on Form 10-K and in our other quarterly and periodic filings for a description of these and other risks and uncertainties. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.
-1-

text: Nuvectra Corporation

text: Walter Berger

text: Nuvectra

text: NeuroNexus

text: Nuvectra Corporation

text: NeuroNexus Technologies, Inc.

text: NeuroNexus

text: NEL Group, Inc.

text: NeuroNexus

text: NeuroNexus

text: NeuroNexus

text: Scott Drees

text: NeuroNexus

text: Nuvectra

text: Nuvectra Corporation

text: Nuvectra

text: Nuvectra

text: Nuvectra

text: Nuvectra


text:
EX-99.1
2
a32818exv99w1.htm
EXHIBIT 99.1
exv99w1
Exhibit 99.1
Contact:
Jill Swartz
Triple Net Properties, LLC
1551 N. Tustin Avenue, Suite 300
Santa Ana, CA 92705
714-667-8252 ext. 251
jswartz@1031nnn.com
G REIT, INC. SELLS MADRONA BUILDINGS PORTFOLIO
IN TORRANCE, CALIFORNIA
Santa Ana, California, August 8, 2007
- G REIT, Inc. President and Chief Executive Officer
Scott D. Peters announced today the sale of the Madrona Buildings portfolio. The disposition closed
on August 2, 2007.
The Madrona Buildings portfolio, located in Torrance, California, was sold for $52,500,000 to
Dominguez Industrial Center. Kevin Shannon of CB Richard Ellis, Inc. represented G REIT and the
buyer in the transaction. The Madrona Buildings portfolio was originally purchased in March 2004
for $45,900,000. After payment of a related mortgage loan, closing costs and other transaction
expenses, and the return of lender required reserves, G REIT's net cash proceeds from the sale were
approximately $15,034,000.
The Madrona Buildings portfolio is a four-building Class A office complex in the Los Angeles suburb
of Torrance, California. The two and three-story architecturally distinctive buildings surround a
landscaped garden with streams, reflecting pools, rock formations, and waterfalls. With
approximately 211,000 square feet of gross leaseable area, the property is nearly 87 percent leased
by three tenants: NavCom Technology, Kaiser Foundation Health Plan, and American Honda Motor
Company.
Pursuant to a stockholder-approved plan of liquidation, G REIT sold ten properties in 2006 and
seven thus far in 2007. Eight G REIT properties remain and are currently being marketed for sale.
In G REIT's March 31, 2007 Quarterly Report on Form 10-Q, management estimated a cumulative net
liquidation value of approximately $10.99 per share of common stock. A detailed description of the
plan of liquidation is available in G REIT's definitive proxy statement filed with the Securities
and Exchange Commission on January 13, 2006.
Triple Net Properties, LLC, the advisor to G REIT, Inc., is a wholly-owned subsidiary of NNN Realty
Advisors, Inc., a nationwide commercial real estate asset management and services firm. Triple Net
Properties, LLC and affiliates manage a growing portfolio of 36 million square feet of real estate,
including more than 8,400 apartment units, with a combined market value of approximately $4.9
billion. Triple Net Properties, LLC and affiliates are currently buying and selling properties
throughout the United States, offering a full range of commercial real estate investments,
including tenant-in-common (TIC) programs for investors structuring tax-deferred (like-kind)
exchanges under Section 1031 of the Internal Revenue Code, real estate investment trusts (REITs),
value added property funds, and institutional investments.
###

text: Triple Net Properties, LLC

text: G REIT, INC.

text: G REIT, Inc.

text: Dominguez Industrial Center

text: CB Richard Ellis, Inc.

text: Triple Net Properties, LLC

text: G REIT, Inc.

text:
Triple Net
Properties, LLC

text: Triple Net Properties, LLC


text:
EX-99.1
2
a19-13179_1ex99d1.htm
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
July 29, 2019
First Financial Corporation and HopFed Bancorp
Announce Completion of Merger Transaction
Terre Haute, Ind. (July 29, 2019) - First Financial Corporation (NASDAQ: THFF) ("First Financial") announced today that it completed its merger with HopFed Bancorp, Inc. (NASDAQ: HFBC) ("HFBC") and the merger of First Financial's wholly owned subsidiary, First Financial Bank, N.A. ("First Financial Bank"), with HFBC's wholly owned subsidiary, Heritage Bank USA, Inc. ("Heritage Bank").
Under the terms of the merger agreement, shareholders of HFBC may elect to receive either (or a combination of) 0.444 shares of First Financial common stock or $21.00 in cash for each share of HFBC common stock owned, subject to proration provisions that provide for a targeted aggregate split of 50% of HFBC shares being exchanged for First Financial common stock and 50% for cash. Based upon First Financial's closing price of $43.43 per share on July 26, 2019, and assuming that a shareholder received 50% stock and 50% cash, the shareholder would receive total consideration with an implied value of approximately $20.14 per share, with an aggregate transaction value of approximately $133.9 million.
"We are happy we can officially welcome the customers and associates of Heritage Bank to the First Financial family", said Norman L. Lowery, President and CEO of First Financial. "We look forward to building on the Heritage tradition of excellent products and services as we combine our institutions into one dynamic community bank".
"This partnership between our two great companies represents a significant milestone for our customers and our valued associates", added John Peck, President and CEO of HFBC. "It provides added strength to our organization and substantial opportunities for growth".
As a result of the merger, First Financial Bank now operates 83 banking centers and five loan production offices serving Indiana, Illinois, Kentucky and Tennessee.
First Financial was advised by the investment banking firm of Raymond James & Associates, Inc. and the law firm of SmithAmundsen LLC. HFBC was advised by the investment banking firm of Sandler O'Neill + Partners, L.P. and the law firm of Jones Walker LLP, Washington, D.C. Keefe, Bruyette & Woods, Inc., A Stifel Company, rendered a fairness opinion to HFBC in connection with the transaction.
About First Financial Corporation
First Financial is a financial holding company headquartered in Terre Haute, Indiana. It offers a wide variety of financial services including commercial, mortgage and consumer lending, lease financing, trust account services and depositor services through its subsidiaries, First Financial Bank and The Morris Plan Company of Terre Haute, Inc. For more information and financial data, please visit the "Investor Relations" section of First Financial's website at www.first-online.com.
Forward-Looking Statements
Certain statements contained in this press release, which are not statements of historical fact, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, certain plans, expectations, goals, projections, and benefits relating to the business and operations of First Financial, which are subject to numerous assumptions, risks and uncertainties. Words such as "believes", "anticipates", "may", "will", "should", "likely", "expected", "estimated", "intends", "future", "plan", "goal", "seek", "project" and other similar expressions may identify forward-looking statements, but are not the exclusive means of identifying such statements. Please refer to First Financial's Annual Report on Form 10-K for the year ended December 31, 2018, as well as its other filings with the Securities and Exchange Commission ("SEC"), for a more detailed discussion of risks, uncertainties, and factors that could cause actual results to differ from those discussed in the forward-looking statements.
Forward-looking statements are not historical facts but instead express only management's beliefs regarding future results or events, many of which, by their nature, are inherently uncertain and outside of management's control. It is possible that actual results and outcomes may differ, possibly materially, from the anticipated results or outcomes indicated in these forward-looking statements. In addition to factors previously disclosed in reports filed by First Financial with the SEC, risks and uncertainties for First Financial include, but are not limited to: the possibility that any of the anticipated benefits of the merger with HopFed will not be realized or will not be realized within the expected time period; the risk that integration of HFBC's operations with those of First Financial will be materially delayed or will be more costly or difficult than expected; the challenges of integrating and retaining key employees; the effect of the consummation of the merger with HopFed on First Financial's customer relationships, operating results, and/or market price; the possibility that the merger with HopFed may result in more expenses than anticipated, including as a result of unexpected or unknown factors, events, or liabilities; any litigation that has been or might be filed in connection with the merger with HopFed; and general competitive, economic, political and market conditions, and fluctuations. All forward- looking statements included in this press release are made as of the date hereof and are based on information available at the time of the press release. Except as required by law, First Financial does not assume any obligation to update any forward-looking statement.
Contact:
First Financial Corporation
Norman L. Lowery
President & CEO
812-238-6427

text: First Financial Corporation

text: HopFed Bancorp

text: First Financial Corporation

text: HopFed Bancorp, Inc.

text: Norman L. Lowery

text: John Peck

text: Raymond James & Associates, Inc.

text: SmithAmundsen LLC

text: Sandler O'Neill + Partners, L.P.

text: Jones Walker LLP

text: First Financial Corporation

text: HopFed

text: HopFed

text: HopFed

text: HopFed

text: First Financial Corporation

text: Norman L. Lowery


text:
EX-99.1
3
a05-4857_3ex99d1.htm
EX-99.1
Exhibit 99.1
Dollar Financial Corp. Announces The Acquisition of We The People Forms
and Service Centers USA, Inc.
BERWYN, Pa., Mar 08, 2005
(BUSINESS WIRE) - Dollar Financial Corp., (NASDAQ:DLLR) a leading international
financial services company serving under-banked customers, today announced that
it has completed the acquisition of the assets of We the People Forms and
Service Centers USA, Inc.. We the People is the market leader for retail-based
legal document preparation services in the United States. The total
consideration for the acquisition includes cash consideration of $12.0 million,
$3.0 million of cash consideration contingent on the We the People's attainment
of certain future financial targets and 141,935 shares of Dollar Financial
Corp. common stock. Dollar will also assume up to $750,000 of We the People
liabilities.
We the People, based in Santa
Barbara, CA, provides affordable legal document preparation services through
its 170 franchised locations in 30 states. The Company was founded by Ira and
Linda Distenfield in 1996, both of whom will remain in senior management roles
under long-term employment contracts. For the fiscal year ending December 31,
2003, which is the last year that audited financial statements are available,
We the People reported revenue of $7.8 million.
"While relatively modest in
scale, the acquisition of We the People is a meaningful step in our ongoing
strategy of further building out our diversified product mix", commented Don
Gayhardt, President of Dollar Financial. "We see an excellent opportunity to
further develop the We the People business through a focused effort on selling
new franchise territories and opening new franchised and company-owned stores
to serve this developing marketplace. Furthermore, the demographics of the
legal document customers are similar to the customer demographics we currently
serve with our other products. This acquisition also enhances our ability to
leverage our corporate infrastructure and current store footprint, whereby we
can offer these new products through some of our existing store locations in
the United States. In all, we are very excited about this acquisition as it is
an ideal fit into our existing diversified product portfolio".
Mr. Gayhardt continued, "From
a financial perspective, this acquisition is attractively valued and is
expected to be immediately accretive. Furthermore, in fiscal 2004, We the
People added 51 new franchise store locations, which should provide strong
revenue growth as these stores mature. In addition, Dollar Financial is in the
process of developing an integration plan with which to capture operating
synergies inherent in combining the We the People business with Dollar
Financial's existing operations. As a result, the company expects that the We the
People business will represent a meaningful contribution to the long term
profitability of Dollar Financial".
About Dollar Financial Corp.
Dollar Financial Corp. is a
leading international financial services company serving under-banked
consumers. The Company's customers are typically lower-and middle-
income working-class
individuals who require basic financial services but, for reasons of
convenience and accessibility, purchase some or all of their financial services
from the Company rather than from banks and other financial institutions. To
meet the needs of these customers, the Company provides a range of diversified
consumer financial products and services primarily consisting of check cashing,
short-term consumer loans, Western Union money order and money transfer
products, reloadable VISA branded debit cards, electronic tax filing and bill
payment services.
The Company operates a
network of 1,316 stores, including the 170 We the People franchised locations
and 671 company-operated stores, in 34 states, the District of Columbia, Canada
and the United Kingdom. The Company's store network is the largest network of
its kind in each of Canada and the United Kingdom and the second-largest
network of its kind in the United States. Dollar Financial's customers, many of
whom receive income on an irregular basis or from multiple employers, are drawn
to the Company's convenient neighborhood locations, extended operating hours
and high-quality customer service. For more information, please visit the Company's
website at www.dfg.com.
Forward Looking Statement
This news release contains
forward-looking statements, including statements regarding the impact of the We
the People business on the Company's business and future prospects. These
forward-looking statements involve risks and uncertainties, including risks
related to the impact of the We the People acquisition on the Company's
business, results of operations, financial condition and prospects. The
expansion into new products and services, such as the We the People
acquisition, will present new challenges to the Company's business and will
require additional management time. A more complete description of these and
other risks, uncertainties and assumptions is included in our filings with the
Securities and Exchange Commission, including those described under the heading
"Risk Factors" in our recent final prospectus from the Company's initial public
offering filed with the SEC on January 31, 2005. You should not place undue
reliance on any forward-looking statements. We disclaim any obligation to
update any such factors or to publicly announce results of any revisions to any
of the forward-looking statements contained herein to reflect future events or
developments.
SOURCE: Dollar Financial
Corp.
Dollar Financial Corp.
Donald F. Gayhardt,
610-640-5925

text: Dollar Financial Corp.

text: We The People Forms

text: Service Centers USA, Inc.

text: Dollar Financial Corp.

text: We the People Forms

text: Service Centers USA, Inc.

text:
Dollar Financial
Corp.

text:
Don
Gayhardt

text: Dollar Financial Corp.

text: Dollar Financial Corp.

text:
Dollar Financial
Corp.

text: Dollar Financial Corp.


text:
EX-99.1
12
a09-36854_1ex99d1.htm
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
PRIMORIS SERVICES CORPORATION COMPLETES ACQUISITION OF
JAMES CONSTRUCTION GROUP L.L.C
AND ANNOUNCES ADDITION OF 2 NEW DIRECTORS
Lake
Forest, CA - December 21, 2009 - Primoris Services Corporation (Nasdaq:
PRIM; PRIMW; PRIMU)
("Primoris" or the "Company"), one of the largest specialty contractors and
engineering companies in the United States, today announced that it completed
the acquisition of James Construction Group, L.L.C. ("James Construction Group")
on December 18, 2009 and, as part of the transaction, added two new Class C
directors.
James Construction Group,
one of the largest privately-held construction companies in the southeastern United
States, has become a wholly-owned subsidiary of Primoris. The acquisition is expected to fortify and
broaden Primoris's geographic reach throughout the Gulf Coast region (Texas
through Florida), expand the Company's portfolio of services to include significant
experience and expertise in heavy civil construction, and add a competent and
well-respected team of construction and operating professionals. For the year ended December 31, 2008,
James Construction Group generated revenues of approximately $410 million and
an operating profit of approximately $33 million. At September 30, 2009, James
Construction Group had approximately $570 million of backlog. Primoris expects that the transaction will be
immediately accretive to its earnings per share.
Total consideration of
approximately $135 million was comprised of $7 million in cash paid at closing,
a five-year $53.5 million promissory note with escalating interest of 5% to 8%
and 81,852.78 shares of Primoris preferred stock valued at approximately $64.5
million. Each preferred share issued at closing will be converted to 100 shares
of Primoris common stock following completion of a proxy statement and
shareholder vote, which is expected in early February 2010. Primoris and James Construction Group also
agreed to an incentive provision that could provide an additional $10 million
of Primoris common stock based on James Construction Group attaining a
specified financial goal for the year ending December 31, 2010. The
pricing for those shares will be calculated using closing prices in December 2010.
The two new directors are
Mr. Robert A. Tinstman and Mr. Michael D. Killgore. Mr. Tinstman is currently the President
of Tinstman and Associates, LLC. He
graduated from University of Wisconsin, Platteville, with a B.S., Mining
Engineering in 1968. From 1974-1999, he
was employed by Morrison Knudsen and served as the company's President/Chief
Executive Officer for the period 1995-1999.
Mr. Tinstman was the Executive Chairman of James Construction Group
from 2003-2007. Mr. Tinstman is a
registered Professional Engineer in the state of Idaho.
Mr. Killgore
received a B.S. Civil Engineering degree from Louisiana Tech University in 1978
and has been employed by James Construction Group and its predecessor companies
since 1977. He has been Chief Executive Officer
of James Construction Group since 2007. Mr. Killgore
is a registered Civil and Environmental Engineer in the state of Louisiana.
As Class C
directors, both Mr. Tinstman and Mr. Killgore will serve terms that
expire at the annual meeting in 2011.
The Primoris Board of Directors determined that Mr. Tinstman meets
the NASDAQ rules for an independent director.
Brian Pratt, Primoris
Chairman, President and CEO of Primoris, commented: "The completion of the
acquisition of James Construction Group provides us with a great platform to
significantly expand our services in the southeastern United States. While we are very excited about the new
dynamics this addition brings our Company, we understand that the real work
lies ahead in making the two companies into one. With the common characteristics
of our cultures, we believe that the integration process, while not being
effortless, will be very successful in the ultimate goal of delivering greater
value to our stakeholders, both new and legacy".
Mr. Pratt concluded,
"I am pleased that we are able to add to our board two individuals with the significant
industry experience of Bob and Mike and am confident that they will be great
contributors as we face the challenges of the next decade".
About
Primoris
Primoris, through various
subsidiaries, is one of the largest specialty contractors and engineering
companies in the United States, primarily serving the growing power and energy
sectors. Primoris provides a wide range of construction, fabrication,
maintenance and replacement services, as well as engineering services to major
public utilities, petrochemical companies, energy companies, municipalities and
other customers. With the addition of the James Construction Group, Primoris
has a significant presence in the Gulf States where it provides heavy civil
construction services. Primoris is also
a leading water and wastewater contractor in the state of Florida, and a
specialist in designing and constructing complex commercial and industrial
concrete structures in California. For additional information on Primoris,
please visit www.primoriscorp.com.
Forward-Looking
Statements
This press release
contains certain forward-looking statements, including with regard to the
Company's future performance. Words such as "estimated", "believes", "expects,"
"projects", and "future" or similar expressions are intended to identify
forward-looking statements. Forward-looking statements inherently involve risks
and uncertainties, including without limitation, those described in this press
release and those detailed in the "Risk Factors" section and other portions of
our Annual Report on Form 10-K for the year ended December 31, 2008
and other filings with the Securities and Exchange Commission, including the
Company's Form 10-Q filed on November 12, 2009. Primoris does not
undertake any obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise,
except as may be required under applicable securities laws.
Contact:
Primoris Services Corporation
Peter J. Moerbeek, Executive Vice President, Chief Financial Officer
(949) 454-7121
pmoerbeek@primoriscorp.com
The Equity Group Inc.
Devin Sullivan, Senior Vice President
(212) 836-9608
dsullivan@equityny.com
Gerrard Lobo, Senior Account Executive
(212) 836-9610
globo@equityny.com

text: PRIMORIS SERVICES CORPORATION

text: JAMES CONSTRUCTION GROUP L.L.C

text: Primoris Services Corporation

text: James Construction Group, L.L.C.

text: James Construction Group

text: James Construction Group

text: James Construction Group

text:
James
Construction Group

text: James Construction Group

text: James Construction Group

text: Robert A. Tinstman

text: Michael D. Killgore

text: James Construction Group

text: James Construction Group

text: James Construction Group

text: James Construction Group

text: James Construction Group

text: Primoris Services Corporation


text:
EX-99
14
exhibit992.htm
PRESS RELEASE DATED 4-4-2013
exhibit992.htm - Generated by SEC Publisher for SEC Filing
Exhibit 99.2
SANTO MINING ACQUIRES 100% OF DOMINICAN REPUBLIC CLAIM NEXT TO GOLDQUEST'S RECENT GOLD DISCOVERY
SANTO DOMINGO, Dominican Republic, April 4
2013 (GLOBE NEWSWIRE) -
Santo Mining Corp. (OTCBB:SANP), (the "Company"),
is pleased to announce that it has signed a definite agreement to acquire 100% of the "CHARLES" exploration application (the "Charles Claim"). This highly prospective claim is located above San Juan in western Dominican Republic and planted in the heart of the mineral rich "Tireo Formation". Furthermore, the Charles Claim borders Goldquest's renowned La Escandalosa claim where in 2012 three bonanza drill intercepts were reported as being the largest gold discovery in the Dominican Republic in 20 years. The Company continues its positive growth, adding yet another quality claim to its portfolio of exploration concession applications and its focus on near-term gold production opportunities.
The 278 hectare Charles Claim is located in the gold, silver and copper rich Tireo Formation and lies on the eastern border of Goldquest's La Escandalosa.
During early 2013 the Company exploration team, led by Elpidio Moronta, conducted a preliminary reconnaissance and surface geochemical survey of the entire claim. Stream sediment samples were collected from the Rio Guayabo, Rio Piedra Blanca and its tributaries.
Several rock grab and outcrop samples were found which appeared highly mineralized. These samples were sent to Acme Labs in Vancouver for multi-element and fire-assay analysis. The results will be published as soon as they have been interpreted. A detailed follow-up survey is scheduled to begin early April 2013 as soon as the Acme Lab results have been interpreted.
The Tireo Formation consists of an Upper Cretaceous package of sedimentary and volcanic rocks including andersite, dacite, mineralized quartz veins, volcanic breccias, diorite and volcaniclastic silicification striking a NW/SE diagonal swath in west Dominican Republic. Ten years ago, Goldquest, in a joint venture with Goldfields Ltd, carried out a regional geochemical and prospecting program that identified several new areas of mineralization. Later, Goldquest discovered several gold and copper mineralized areas in a long 35 km group of concessions called Romero, La Escandalosa, Jenjibre, Los Comios and Loma Viejo Pedro. Just 2.5 km NW of Charles are four bonanza drill intercepts which are reported on Goldquest's website as follows:
Hole 90: 231m grading 2.41 g/t Gold and 0.44% Copper
Hole 92: 159m grading 4.45 g/t Gold and 0.95% Copper
Hole 93: 258m grading 4.50 g/t Gold and 1.30% Copper
and most recently 235m grading 7.88 g/t Gold and 1.43% Copper
In consideration for the Charles Claim, the Company will pay a non-refundable payment of $10,000 at closing, a $50,000 payment within in 90 days, 1,500,000 shares of the Company's common stock, par value of $0.00001, and a Net Smelter Royalty (SNR) of 5%. During the first three years Santo Mining has committed to invest a minimum of $520,000 in geological and mining exploration on the property.
According to Company President, Al French, "In March 2013, our exploration team completed a "due diligence" reconnaissance and preliminary geochemical survey of Charles and has collected several rock samples with impressive mineralization. The samples have been analyzed by Acme labs of Vancouver and a report will be published in the next few days. To complement Santo Mining's three claims around Barrick's World Class Pueblo Viejo gold mine in Maimon, we are negotiating to purchase up to four more claims clustered immediately around Goldquest's bonanza claims near San Juan in south west Dominican Republic. For now or immediate objectives are:
:
1. CAPITAL: Attract new capital to augment the recent $16,000,000 commitment from Hanover Holdings I, LLC (NY) to fund drill rigs, machinery and gold processing plants.
2
2. EXPLORATION: Substantially increase exploration momentum, with a special focus on drilling and trenching as the new Dominican Mining Director expedites the back-log of claim applications.
3. PROPERTY ASSETS: Continued growth by systematically adding exceptional exploration assets.
4. GOLD PRODUCTION: Special focus on signing production royalty agreements on permitted gold claims and moving the Company into the junior mining league.
The Santo Mining team is steadfastly on task and shareholders, prospective shareholders and followers are invited to stay alert for continuing developments".
About Santo Mining Corporation
Santo Mining Corporation is a junior minerals exploration and development company, based in the Dominican Republic. The Company is actively pursuing the acquisition and exploration of properties, which are strategically located in the prolific and highly prospective Hispaniola Gold-Copper Back-Arc area in the Dominican Republic. A detailed description of the Company's activities is available at
www.
SantoMining.com.
Further information on the Company and its filings can be found at www.sec.gov
The Santo Mining Corporation logo is available at: http://www.globenewswire.com/newsroom/prs/?pkgid=14686
Notice Regarding Forward-Looking Statements
This current report contains "forward-looking statements", as that term is defined in Section 27A of the United States Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements in this press release, such as the Company's plans to acquire a number of highly prospective gold exploration properties, which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future, including but not limited to, any mineralization, development or exploration of the Company's properties and the timing of any work program or exploration activities, and any results that may be obtained or the commencement of production.
Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the inherent uncertainties associated with mineral exploration and difficulties associated with obtaining financing on acceptable terms. We are not in control of metals prices and these could vary to make development uneconomic. These forward-looking statements are made as of the date of this news release, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Although we believe that the beliefs, plans, expectations and intentions contained in this press release are reasonable, there can be no assurance those beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all of the
information set forth herein and should also refer to the risk factors disclosure outlined in our most recent annual report for our last fiscal year, our quarterly reports, and other periodic reports filed from time-to-time with the Securities and Exchange Commission.
CONTACT:
Investor relations: Circadian Group
North American Toll free:
1(866) 603-3330 or +1(647) 930-1037
info@santomining.com
3

text: SANTO MINING

text: Santo Mining Corp.

text: "CHARLES" exploration application

text: Santo Mining

text: Santo Mining

text: Santo Mining

text: Santo Mining

text: Santo Mining

text: Santo Mining


text:
EX-99.1
2
a12-4143_1ex99d1.htm
EX-99.1
Exhibit 99.1
News Release
FOR IMMEDIATE RELEASE
Contact:
William M. Lowe, Jr.
Dean W. Dimke
Executive Vice President and
Director of Corporate and
Chief Financial Officer
Investor Communications
williamlowe@kemet.com
deandimke@kemet.com
864-963-6484
954-766-2806
KEMET SIGNS AGREEMENT TO ACQUIRE NIOTAN INCORPORATED
Greenville, South Carolina (February 2, 2012) - KEMET Corporation (NYSE: KEM), a leading manufacturer of tantalum, ceramic, aluminum, film, paper and electrolytic capacitors, announced today that it has signed an agreement to acquire all of the outstanding shares of Niotan Incorporated ("Niotan"), a leading manufacturer of tantalum powders, from an affiliate of Denham Capital Management LP. Niotan has been a significant supplier of tantalum powder to KEMET for several years.
"This acquisition is in keeping with our announced strategic direction to vertically integrate operations and to better control supply sources as well as to contain our cost structure", said Per Loof, Chief Executive Officer of KEMET. "Acquiring Niotan is a significant step in securing and stabilizing our tantalum powder resources. Additionally, we recently announced a comprehensive plan for sourcing conflict free tantalum ore from the Democratic Republic of Congo (DRC). We will continue to purchase a portion of our tantalum powder needs from our existing supply base. Together, these actions have put in place a supply chain that provides customers with confidence in the long-term viability of our tantalum capacitance solutions and will allow for faster to market development of specialty powders from KEMET", continued Loof.
KEMET will pay an initial purchase price of $30 million at the closing of the transaction and additional deferred payments of $45 million over a thirty month period after the closing. KEMET will also be required to make quarterly royalty payments for tantalum powder produced by Niotan after the closing of the transaction, in an aggregate amount equal to $10,000,000 by December 31, 2014. The transaction is subject to customary closing conditions, including expiration or termination of the waiting period under the Hart-Scott-Rodino Act, and is expected to close in March 2012.
Niotan's headquarters and principal operating location is in Carson City, Nevada. Niotan is the largest western hemisphere production location for tantalum capacitor powder and has demonstrated world- class powder quality which has resulted in exceptionally high level qualification with the world's capacitor manufacturers.
Additional information regarding this acquisition will be provided this Thursday, February 2, at 9 AM EST, during KEMET's Third Quarter Earnings conference call. Details on how to access the call can be found on kemet.com on the Investor Relations page.
P.O. Box 5928, Greenville, South Carolina 29606 U.S.A.
Tel: 864.963.6300 Fax: 864.963.6306
About KEMET
KEMET's common stock is listed on the NYSE under the symbol "KEM." At the Investor Relations section of our web site at http://ir.kemet.com/, users may subscribe to KEMET news releases and find additional information about our Company. KEMET applies world class service and quality to deliver industry leading, high performance capacitance solutions to its customers around the world and offers the world's most complete line of surface mount and through-hole capacitor technologies across tantalum, ceramic, film, aluminum, electrolytic, and paper dielectrics. Additional information about KEMET can be found at http://www.kemet.com.
Cautionary Statement on Forward-Looking Statements
Certain statements included herein contain forward-looking statements within the meaning of federal securities laws about KEMET Corporation's (the "Company") financial condition and results of operations that are based on management's current expectations, estimates and projections about the markets in which the Company operates, as well as management's beliefs and assumptions. Words such as "expects", "anticipates", "believes", "estimates", variations of such words and other similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in, or implied by, such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's judgment only as of the date hereof. The Company undertakes no obligation to update publicly any of these forward-looking statements to reflect new information, future events or otherwise.
Factors that may cause actual outcome and results to differ materially from those expressed in, or implied by, these forward-looking statements include, but are not necessarily limited to the following: (i) adverse economic conditions could impact the Company's ability to realize operating plans if the demand for the Company's products declines, and such conditions could adversely affect the Company's liquidity and ability to continue to operate; (ii) adverse economic conditions could cause further reevaluation and the write down of long-lived assets; (iii) an increase in the cost or a decrease in the availability of the Company's principal raw materials; (iv) changes in the competitive environment of the Company; (v) uncertainty of the timing of customer product qualifications in heavily regulated industries; (vi) economic, political, or regulatory changes in the countries in which the Company operates; (vii) difficulties, delays or unexpected costs in completing the Company's restructuring plan; (viii) the inability to attract, train and retain effective employees and management; (ix) the inability to develop innovative products to maintain customer relationships and offset potential price erosion in older products; (x) exposure to claims alleging product defects; (xi) the impact of laws and regulations that apply to the Company's business, including those relating to environmental matters; (xii) volatility of financial and credit markets affecting the Company's access to capital; (xiii) the need to reduce the total costs of the Company's products to remain competitive; (xiv) potential limitation on the use of net operating losses to offset possible future taxable income; (xv) restrictions in the Company's debt agreements that limit the Company's flexibility in operating its business; and (xvi) additional exercise of the warrant by K Equity, LLC which could potentially result in the existence of a significant stockholder who could seek to influence our corporate decisions. Other risks and uncertainties may be described from time to time in the Company's other reports and filings with the Securities and Exchange Commission.
# # #
2

text: KEMET

text: NIOTAN INCORPORATED

text: KEMET Corporation

text: Niotan Incorporated

text: Niotan

text: Niotan

text: KEMET

text: Per Loof

text: KEMET

text: Niotan

text: KEMET

text: KEMET

text: KEMET

text: Niotan

text: Niotan

text: Niotan

text: KEMET

text: KEMET

text: KEMET

text: KEMET

text: KEMET

text: KEMET

text: KEMET Corporation


text:
EX-99.1
3
ptx_ex991.htm
PRESS RELEASE ISSUED BY THE COMPANY ON MARCH 24, 2010
ptx_ex991.htm
Exhibit 99.1
Pernix
Announces CEDAX
®
Acquisition
AT THE
COMPANY
Cooper
Collins
President/Chief
Executive Officer
(832)
934-1825
FOR
IMMEDIATE RELEASE
MAGNOLIA,
Texas (March 24, 2010) - Pernix Therapeutics Holdings, Inc. (NYSE Amex: PTX)
today announced the acquisition of the antibiotic CEDAX
®
(ceftibuten) from Shionogi Pharma, Inc.
CEDAX
®
, an
oral third-generation cephalosporin, was originally discovered by Shionogi and
Co., Ltd. and licensed to Schering-Plough. CEDAX
®
received marketing approval from the U.S. Food and Drug Administration in
1995. Indicated for mild to moderate acute bacterial exacerbations of chronic
bronchitis, acute bacterial otitis media, pharyngitis and tonsillitis, the
once-a-day medication was launched by Schering-Plough in 1996.
"We are
excited about the acquisition of CEDAX
®
and
the value it adds to our company", said Cooper Collins, President and Chief
Executive Officer of Pernix. "Annual product revenue for CEDAX
®
peaked over ten years ago while promoted by Schering-Plough (
NYSE: SGP)
. Since
that peak it has not been promoted in first position and the sales have fallen
drastically. Because Pernix has a history of reinvigorating established brands,
we welcome the opportunity to grow the patent protected CEDAX
®
franchise for several years".
The total
purchase price of CEDAX
®
is
$6.1 million. Find more information about CEDAX
®
on
the Pernix website at
www.pernixtx.com
.
Velocity Health Securities, Inc. acted as the exclusive financial advisor to
Pernix on this transaction.
About
Pernix Therapuetics Holdings, Inc.
Pernix
Therapeutics Holdings, Inc. is a specialty pharmaceutical company primarily
focused on serving the needs of the pediatric
marketplace. Commercially-proven branded product families include
CEDAX
®
, Brovex
TM
,
Aldex
®
,
Pediatex
®
,
ReZyst
TM
,
QuinZyme
TM
and
Z-Cof
®
. The
company was originally founded in 1999 and is based in the Houston, TX
metropolitan area. Additional information is available on the
Pernix website at
www.pernixtx.com.
Cautionary
Notice Regarding Forward-Looking Statements
The
Company wishes to caution readers not to place undue reliance on any
forward-looking statements, which speak only as of the date made. No assurances
can be given regarding the future performance of the Company. The
Company wishes to advise readers that factors could affect
the Company's financial performance and could cause the Company's actual results
for future periods to differ materially from any opinions or statements
expressed with respect to future periods in any current statements.
The
Company does not undertake, and specifically declines any obligation, to
publicly release the result of any revisions which may be made to any
forward-looking statements to reflect events or circumstances after the date of
such statements or to reflect the occurrence of anticipated or unanticipated
events.
###

text: Pernix

text:
Cooper
Collins

text: Pernix Therapeutics Holdings, Inc.

text: Shionogi Pharma, Inc.

text: Cooper Collins

text: Pernix

text: Pernix

text: Pernix

text: Velocity Health Securities, Inc.

text: Pernix

text: Pernix

text:
Pernix
Therapeutics Holdings, Inc.

text: Pernix


text:
EX-99.2
62
v208464_ex99-2.htm
NeoStem
Acquires Progenitor Cell Therapy
Becomes
single source for collection, storage, manufacturing, therapeutic development
and transportation of cells for cell
based
medicine and regenerative science globally
NEW YORK
and ALLENDALE, N.J., Jan. 20, 2011 /PRNewswire/ -- NeoStem, Inc. (NYSE Amex:
NBS) and Progenitor Cell Therapy LLC announced today the closing of their
previously announced merger transaction. NeoStem is an international
biopharmaceutical company with a 51% ownership interest in a profitable Chinese
generic pharmaceutical manufacturing company and has stem cell operations in the
U.S. and China, while Progenitor Cell Therapy, LLC is a privately held cell
therapy company with operations on the east and west coast of the U.S. serving
the cell therapy community with cGMP state-of-the art cell therapy manufacturing
facilities, and processing and storage facilities for stem cells collected from
the umbilical cord at birth.
PCT's
revenue generating business will complement NeoStem's growing adult stem cell
operations and PCT's management adds to NeoStem the over 100 years' collective
experience of the PCT management team in the business and science of cell
therapy and its development. Since its inception in 1999, PCT has served over
100 clients from around the world and has experience with more than 20 different
cell based therapeutics. PCT has performed over 30,000 cell therapy procedures
in its cell therapy manufacturing facilities, and processed and stored over
18,000 cell therapy products (including approximately 7,000 umbilical cord blood
units, 10,000 blood and marrow derived stem cell units and 1,000 dendritic cell
units) and arranged the logistics and transportation for over 14,000 cell
therapy products for clinical use by over 5,000 patients.
Dr. Robin
Smith, MD, MBA, CEO of NeoStem said, "The merger with PCT is a significant step
toward NeoStem's goal of becoming a leader in the fast-growing Stem Cell
Industry, generating revenues, and developing and licensing therapies to be used
in the United States and abroad. We have purchased revenues and expertise, and
reduced NeoStem's prior expense line as PCT was a vendor to NeoStem. We are
developing a "one-stop-shop" global network of cell therapy core competencies by
adding cell therapy manufacturing and storage facilities as well as integrated
regulatory compliant distribution capacity for the evolving cell therapy
industry. The addition of PCT will allow NeoStem to focus on growing the cord
blood and adult stem cell banking, cellular manufacturing and therapeutic
business, as well as expanding our businesses in Asia and other countries, while
continuing to develop our intellectual property and acquire new
technology".
Dr.
Andrew Pecora, PCT's CEO, will continue his involvement with the combined
companies by shifting his role from PCT's Chief Executive Office to Chief
Medical Officer, and has been invited and has agreed to join the NeoStem Board
of Directors. Dr. Pecora said, "Our merger with NeoStem will provide the rapidly
developing cell therapy industry with a dynamic global development and
manufacturing platform that can accelerate the pace of commercialization of
future cell therapeutics".
LifeTech
Capital, an investment banking firm focused on the life science industry,
advised NeoStem by providing a valuation analysis of the transaction. LifeTech
Capital is a division of Aurora Capital LLC.
About
NeoStem, Inc.
NeoStem,
Inc. is an international biopharmaceutical company with adult stem cell
operations in the U.S., a network of adult stem cell therapeutic providers in
China as well as a 51% ownership interest in a profitable Chinese generic
pharmaceutical manufacturing company. NeoStem is focused on accelerating the
development of proprietary cellular therapies and becoming a single source for
collection, storage, manufacturing, therapeutic development and transportation
of cells for cell based medicine and regenerative science globally. The Company
also has licensed various cellular therapy technologies, including worldwide
exclusive licenses to a wound healing technology and to VSEL
™
Technology which uses very small embryonic-like stem cells, which are adult stem
cells that have been shown to have several physical characteristics that are
generally found in embryonic stem cells, and a T-cell regulatory technology
through the acquisition of Progenitor Cell Therapy, LLC.
For more
information, please visit:
http://www.neostem.com.
Forward-Looking
Statements
This
press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Forward-looking statements
reflect management's current expectations, as of the date of this press release,
and involve certain risks and uncertainties. Forward looking statements include
statements herein with respect to the ability of PCT's business to complement
NeoStem's adult stem cell operations and successful execution of the Company's
strategy, as well as other advances in the Company's business, about which no
assurances can be given. The Company's actual results could differ materially
from those anticipated in these forward-looking statements as a result of
various factors. Factors that could cause future results to materially differ
from the recent results or those projected in forward-looking statements include
the "Risk Factors" described in the Company's Annual Report on Form 10-K filed
with the Securities and Exchange Commission on March 31, 2010, its Form S-4/A
filed with the Securities and Exchange Commission on December 3, 2010 as well as
other periodic filings made with the Securities and Exchange Commission. The
Company's further development is highly dependent on future medical and research
developments and market acceptance, which is outside its control. NeoStem may
experience difficulties in integrating PCT's business and could fail to realize
potential benefits of the merger. Acquisitions may entail numerous risks for
NeoStem, including difficulties in assimilating acquired operations,
technologies or products, including the loss of key employees from acquired
businesses.
For more
information, please contact:
NeoStem,
Inc.
Robin
Smith, CEO
Phone:
+1-212-584-4174
Email:
rsmith@neostem.com
Web:
http://www.neostem.com
CONTACT:
NeoStem, Inc.: Robin Smith, CEO, +1-212-584-4174,
rsmith@neostem.com

text: NeoStem

text: Progenitor Cell Therapy

text: NeoStem, Inc.

text: Progenitor Cell Therapy LLC

text: NeoStem

text: Progenitor Cell Therapy

text: NeoStem

text: NeoStem

text:
Robin
Smith

text: NeoStem

text: NeoStem

text: NeoStem

text: NeoStem

text: NeoStem

text: Andrew Pecora

text: NeoStem

text: NeoStem

text:
LifeTech
Capital

text: NeoStem

text:
LifeTech
Capital

text: Aurora Capital LLC

text: NeoStem, Inc.

text:
NeoStem,
Inc.

text: NeoStem

text: Progenitor Cell Therapy

text: NeoStem

text: NeoStem

text: NeoStem

text:
NeoStem,
Inc.

text:
Robin
Smith

text: NeoStem, Inc.

text: Robin Smith


text:
EX-99.1
5
ex99.txt
Exhibit 99.1
[LOGO]
8000 Towers Crescent Drive Contact Information
Suite 1220 Hawk Associates, Inc.
Vienna, VA 22182 Frank N. Hawkins, Jr. or Julie Marshall
(703) 918-2430 Phone: (305) 852-2383
http://www.arielway.com E-mail: info@hawkassociates.com
http://www.hawkassociates.com
http://www.hawkmicrocaps.com
ARIEL WAY BEGINS TRADING ON OTC BULLETIN BOARD UNDER SYMBOL NFDV
Company Completes Reverse Merger with Netfran, Management Positions
Company for Acquisition Growth
VIENNA, VA, FEBRUARY 8, 2005 -- Ariel Way, Inc., a technology and services
provider for highly secure global communications solutions, today announced that
its common stock began trading on the Over-the-Counter Bulletin Board under the
symbol NFDV following the completion of a reverse merger with Netfran
Development Corp. (OTC Bulletin Board: NFDV).
Arne Dunhem, chairman and CEO of Ariel Way, said, "This merger allows us to
acquire highly secure global communication companies and to integrate and
consolidate our worldwide operations as rapidly and efficiently as possible".
Ariel Way's key strategy is to acquire synergetic companies that once combined
will provide highly secure global communications solutions and services. In
addition to the already acquired company Enfotec, Inc., Ariel Way is
contemplating the acquisition of various companies with revenues from $4 million
to $80 million. The management of Ariel Way believes that this strategy will
create strong growth during year 2005 of shareholder value with the intent to
reach a significant market capitalization of the company before year end in
2005.
Netfran acquired all issued and outstanding shares of Ariel Way common stock in
exchange for 33,289,434 shares of common stock of Netfran in a transaction that
resulted in a change in control of the company. Ariel Way has filed to change
the OTC Bulletin Board trading symbol from NFDV to AWAY. The change is expected
to happen shortly.
Current shareholders of Ariel Way now own 90 percent of Netfran's 36,988,260
shares of common stock. The company will temporarily continue to operate under
the name Netfran Development Corp. until the name can be changed to Ariel Way,
Inc., which requires an amendment to the articles of incorporation. The process
should take approximately 30 days. Elliot Krasnow and the other officers of
Netfran, resigned and were replaced by Ariel Way's management team, led by
Dunhem.
A profile on the business can be found at
http://www.hawkassociates.com/arielway/profile.htm.
ABOUT ARIEL WAY, INC.
Ariel Way is a technology and services company providing highly secure global
communications solutions. The company is focused on developing innovative and
secure technologies, acquiring and growing profitable advanced emerging
technology companies and national and global communications service providers.
The company also intends to create strategic alliances with companies with
complementary product solutions and services. The technology development effort
for highly secure communications solutions is conducted by a wholly owned
subsidiary, Enfotec, Inc. More information about Ariel Way can be found on the
web at http://www.arielway.com.
Enfotec designs, manufactures and markets high-speed security appliance
solutions that integrate a high-performance Virtual Private Network (VPN) with a
firewall, intrusion detection capabilities, anti-virus and security management
in a single network appliance. Enfotec's EN Security Appliance and Custom
Security Appliance products feature hardware-based technologies that we believe
deliver true wire-line data speed performance and the highest level of security
achievable. The Enfotec EN series of products is scalable while being easy to
configure and manage and enables third party software applications to be easily
integrated. Enfotec's firmware and software technologies use standard
off-the-shelf components combined with the Linux operating system to provide
customers performance levels that we believe were never before realized in a
non-proprietary, cost-effective, hardware-based security appliance. More
information about Enfotec can be found on the web at http://www.enfotec.net.
An online investor kit containing Ariel Way press releases, SEC filings, current
Level II price quotes, interactive Java stock charts and other useful
information for investors can be found at http://www.hawkassociates.com and
http://www.hawkmicrocaps.com. Investors may contact Frank Hawkins or Julie
Marshall, Hawk Associates, at (305) 852-2383, e-mail: info@hawkassociates.com.
Forward-Looking Statements: Certain statements made in this press release
concerning the acquisition of Ariel Way, Inc. and its future operations and
acquisitions are forward-looking statements. Although such statements are based
on current expectations they are subject to a number of future uncertainties and
risks, and actual results may differ materially. The uncertainties and risks
include, but are not limited to, the Netfran Development Corp. acquisition of
Ariel Way, Inc. and additional potential acquisitions and the ability of Ariel
Way, Inc. to execute effectively its business plan and develop a successful
business. Any forward-looking statements are made pursuant to the Private
Securities Litigation Reform Act of 1995 and, as such, speak only as of the date
made. Statements made in this document that are not purely historical are
forward-looking statements, including any statements as to beliefs, plans,
expectations, anticipations or intentions regarding the future. The company
assumes no obligation to update information concerning the forward-looking
statements contained herein.

text: ARIEL WAY

text: Netfran

text: Ariel Way, Inc.

text:
Netfran
Development Corp.

text: Arne Dunhem

text: Ariel Way

text: Ariel Way

text: Ariel Way

text: Ariel Way

text: Netfran

text: Ariel Way

text: Netfran

text: Ariel Way

text: Ariel Way

text: Netfran

text: Netfran Development Corp.

text:
Ariel Way,
Inc.

text: Netfran

text: Ariel Way

text: ARIEL WAY, INC.

text: Ariel Way

text: Ariel Way

text: Ariel Way

text: Ariel Way, Inc.

text: Netfran Development Corp.

text: Ariel Way, Inc.

text:
Ariel
Way, Inc.


text:
EX-99.1
2
pr81706.txt
PRESS RELEASE, DATED 8/17/06
EXHIBIT 99.1
Gasco
------
Energy
For Release at 4:30 PM EDT on Thursday, August 17, 2006
GASCO ENERGY ACQUIRES ADDITIONAL UINTA BASIN ASSETS
DENVER - (PR Newswire) - August 17, 2006 - Gasco Energy, Inc. (AMEX: GSX) today
announced that it has acquired certain gathering assets and producing properties
associated with the Riverbend Project in Utah's Uinta Basin for a cash purchase
price of $4.875 million, plus settlement for production from effective date. The
gathering assets and properties are located entirely within Gasco's existing
Riverbend leasehold allowing the Company to further capitalize on economies of
scale and operating efficiencies. The transaction closed on August 14, 2006,
with an effective date of July 1, 2006.
The Company assigned a value of approximately $2,500,000 to the gathering
assets, which include 21 miles of 4" to 8" mainline gathering pipelines. The
acquired gathering assets should provide more timely and cost-effective tie-in
of the existing Wilkin Ridge & West Desert systems to Gasco's Riverbend gas
processing facility. Gasco now controls over 80 miles of mainline gathering and
a 50 MMcf/d gas processing facility in the Riverbend Project.
Gasco previously announced an $80 million 2006 capital budget that included $5.0
million to connect its Wilkin Ridge and West Desert gathering systems to its
Riverbend gas processing plant. The gathering lines acquired in this transaction
may be tied into these systems at an estimated cost of $1.5 million, allowing
the company to potentially realize a savings of $1.0 million versus amounts
previously budgeted.
Also included in the acquisition are 24 oil and gas wells producing 850 thousand
cubic feet equivalent per day (Mcfe/d) gross (680 Mcfe/d net). In the
transaction, Gasco acquired approximately 1.6 billion cubic feet equivalent of
proved reserves. The acquisition has no effect on gross acreage leasehold
positions and a negligible effect on net acreage leasehold totals.
A number of the wells are producing oil and associated gas from the shallow
Green River Formation. Some of the existing well pads will lend themselves to
also be used as locations for deeper Spring Canyon (Blackhawk) wells which
should yield savings on building a new drilling pad and access road of $50,000
to $100,000 per location.
Commenting on the acquisition, Gasco's CEO and President, Mark Erickson said:
"Today's acquisition allows Gasco to add to assets in its core Riverbend
operating area in a facile transaction that consists of buying out an industry
partner's overlapping gathering and production assets. The gathering assets help
to continue establishing critical mass in the Uinta Basin, while the existing
well locations provide another opportunity to reduce total well costs. This
acquisition furthers our commitment to best exploiting what we believe is a
large resource base in the gas-rich Uinta Basin".
About Gasco Energy
Gasco Energy, Inc. is a Denver-based natural gas and oil exploitation and
development company that focuses on natural-gas-rich prospects in the Rocky
Mountain area of the United States. The Company currently is active in the Uinta
Basin in Utah and controls acreage in the Greater Green River Basin of Wyoming.
To learn more, visit www.gascoenergy.com.
Forward-looking statements
Certain statements set forth in this press release relate to management's future
plans, objectives and expectations. Such statements are forward-looking within
the meanings of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. All statements
other than statements of historical facts included in this press release,
1
including, without limitation, statements regarding the Company's future
financial position, potential resources, business strategy, budgets, projected
costs and plans and objectives of management for future operations, are
forward-looking statements. In addition, forward-looking statements generally
can be identified by the use of forward-looking terminology such as "may,"
"will", "expect", "intend", "project", "estimate", "anticipate", "believe", or
"continue" or the negative thereof or similar terminology. Although any
forward-looking statements contained in this press release are to the knowledge
or in the judgment of the officers and directors of the Company, believed to be
reasonable, there can be no assurances that any of these expectations will prove
correct or that any of the actions that are planned will be taken.
Forward-looking statements involve known and unknown risks and uncertainties
that may cause the Company's actual performance and financial results in future
periods to differ materially from any projection, estimate or forecasted result.
Some of the key factors that may cause actual results to vary from those the
Company expects include inherent uncertainties in interpreting engineering and
reserve or production data; operating hazards; delays or cancellations of
drilling operations because of weather and other natural and economic forces;
fluctuations in oil and natural gas prices in response to changes in supply;
competition from other companies with greater resources; environmental and other
government regulations; defects in title to properties; increases in the
Company's cost of borrowing or inability or unavailability of capital resources
to fund capital expenditures; and other risks described under "Risk Factors" in
Item 1. of the Company's 2005 Form 10-K filed with the Securities and Exchange
Commission on March 3, 2006.
Contact for Gasco Energy, Inc.: Investor Relations: 303-483-0044
2

text: Gasco

text: GASCO ENERGY

text: Gasco Energy, Inc.

text: Gasco

text: Gasco

text: Gasco

text: Gasco

text: Gasco

text: Gasco

text: Gasco

text: Gasco Energy

text: Gasco Energy, Inc.

text: Gasco Energy, Inc.


text:
EX-99.1
4
v202958_ex99-1.htm
Jacksonville Bancorp, Inc. Completes Acquisition of Atlantic BancGroup, Inc. and Oceanside Bank; Also Completes Stock Sale; Announces New Directors
JACKSONVILLE, Fla., Nov. 17, 2010 /PRNewswire-FirstCall/ -- Jacksonville Bancorp, Inc. (Nasdaq: JAXB) ("JAXB"), the bank holding company for The Jacksonville Bank, announced that it has completed its acquisition of Atlantic BancGroup, Inc. ("ATBC") and its wholly-owned subsidiary, Oceanside Bank. Oceanside Bank has been merged into The Jacksonville Bank but will continue to operate as Oceanside Bank until December 6th. Under the previously announced terms of the merger, ATBC shareholders are receiving 0.2 shares of JAXB common stock and $0.67 in cash for each share of ATBC common
stock.
(Logo: http://photos.prnewswire.com/prnh/20020410/JAXBLOGO)
(Logo: http://www.newscom.com/cgi-bin/prnh/20020410/JAXBLOGO)
"We are anxious to get started to build even deeper customer relationships as we combine the best aspects of both companies", said Gilbert J. Pomar, III, President of JAXB and President & CEO of The Jacksonville Bank.
Barry Chandler, former President and CEO of Oceanside Bank, who will serve as the new Jacksonville Beaches President of The Jacksonville Bank, reinforced Gil Pomar's comments and added, "We are extremely excited to join forces. The Jacksonville Bank's market presence and footprint will encompass the entire Jacksonville metropolitan area now to include the Beaches".
Closing on the same day as the merger was JAXB's sale of $35 million in common stock to four
accredited investors headed up by CapGen Capital Group IV ("CapGen"). A total of 3,888,889 shares were issued at $9.00 per share.
Joining the existing JAXB Board of Directors are Donald F. Glisson, Jr., former Chairman of the ATBC Board of Directors, and John P. Sullivan of CapGen.
Price Schwenck, JAXB's CEO and The Jacksonville Bank's Executive Chairman, commented, "The board and management are grateful for the regulatory and shareholder approvals permitting us to move forward with this positive venture which will benefit our customers, employees, stockholders and community".
CAUTIONARY NOTICE REGARDING FORWARD LOOKING STATEMENTS
The information presented above may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation,
(i) statements about the expected benefits of the merger between JAXB and ATBC, including future financial and operating results, cost savings, enhanced revenues, the expected market position of the combined company, and the accretion or dilution to reported earnings and to cash earnings that may be realized from the transactions; (ii) statements about JAXB's and ATBC's plans, objectives, expectations and intentions and other statements that are not historical facts, including the expected closing date of the transactions; and (iii) other statements identified by words such as "will", "expect", "may", "believe", "propose", "anticipated", and similar words.
Forward-looking statements, which are statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, estimates and
intentions, involve known and unknown risks, uncertainties and other factors, which may be beyond our control, and which may cause the actual results, performance or achievements of JAXB or ATBC to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Neither JAXB nor ATBC undertake to update any forward-looking statements. In addition, JAXB and ATBC, through their senior management, may from time to time make forward-looking public statements concerning the matters described herein. Such forward-looking statements are necessarily estimates reflecting the best judgment of such senior management based upon current information and involve a number of risks and uncertainties.
All written or oral forward-looking statements attributable to JAXB and ATBC, respectively, are expressly qualified in
their entirety by this cautionary notice, including, without limitation, those risks and uncertainties described in JAXB's and ATBC's respective annual reports on Form 10-K for the year ended December 31, 2009, and otherwise in their respective subsequent SEC reports and filings.
Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, without limitation, the following: unexpected transaction costs, including the costs of integrating operations; the risks that the businesses will not be integrated successfully or that such integration may be more difficult, time-consuming or costly than expected; the potential failure to fully or timely realize expected revenues and revenue synergies, including as the result of revenues following the merger being lower than expected; the risk of deposit and customer
attrition; changes in deposit mix; unexpected operating and other costs, which may differ or change from expectations; the risks of customer and employee loss and business disruption, including, without limitation, as the result of difficulties in maintaining relationships with employees; increased competitive pressures and solicitations of customers by competitors; changes in the interest rate environment reducing interest margins; legislation or regulatory changes that adversely affect the business in which the combined company would be engaged; as well as the difficulties and risks inherent with entering new markets.
CONTACT: Jacksonville Bancorp, Inc., Valerie A. Kendall, Chief Financial Officer, +1-904-421-3051

text: Jacksonville Bancorp, Inc.

text: Atlantic BancGroup, Inc.

text: Oceanside Bank

text: Jacksonville Bancorp, Inc.

text: JAXB

text: JAXB

text: Atlantic BancGroup, Inc.

text: Oceanside Bank

text: Oceanside Bank

text: Oceanside Bank

text: JAXB

text: Gilbert J. Pomar, III

text: JAXB

text: Oceanside Bank

text: JAXB

text: JAXB

text: JAXB

text: JAXB

text: JAXB

text: JAXB

text: JAXB

text: JAXB

text: JAXB

text: JAXB

text: Jacksonville Bancorp, Inc.

text: Valerie A. Kendall


text:
EX-99
13
a05-20178_1ex99.htm
EXHIBIT 99
Exhibit
99
NEWKIRK
REALTY TRUST, INC.
AT THE
COMPANY
Carolyn Tiffany
Chief Operating Officer
(617) 570-4680
NEWKIRK REALTY TRUST, INC. ANNOUNCES CLOSING OF INITIAL
PUBLIC OFFERING AND SALE OF SHARES TO FIRST UNION REAL ESTATE EQUITY AND
MORTGAGE INVESTMENTS
Boston,
Massachusetts-November 7, 2005-Newkirk Realty Trust, Inc. (NYSE:NKT) announced
today the closing of its initial public offering of 15,000,000 shares of common
stock at a price to the public of $16.00 per share. In addition, Newkirk sold 3,125,000 shares of
common stock to First Union Real Estate Equity and Mortgage Investments
(NYSE:FUR) at a purchase price of $16.00
per share in a private placement and issued an additional 1,250,000 shares
(625,000 of which are subject to forfeiture) to First Union in exchange for the
assignment by First Union of certain exclusivity rights relating to business
opportunities generated by or offered to Michael Ashner, the Chairman and Chief
Executive Officer of Newkirk Realty Trust, with respect to net lease assets.
About Newkirk Realty Trust
Newkirk Realty
Trust is a real estate investment trust that is the general partner of, and
owns a 30.1% controlling interest in, The Newkirk Master Limited
Partnership. The Newkirk Master Limited
Partnership is a publicly reporting limited partnership that owns a diversified
portfolio of triple-net leased properties and other real estate-related assets.

text:
NEWKIRK
REALTY TRUST, INC.

text: Carolyn Tiffany

text: NEWKIRK REALTY TRUST, INC.

text: Newkirk Realty Trust, Inc.

text: Newkirk

text: Newkirk

text: Newkirk