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Champions Biotechnology, Inc. Retains The Investor Relations Group
Thursday August 14, 8:30 am ET
Initiates Active Investor and Media Program
ARLINGTON, Va.--(BUSINESS WIRE)--Champions Biotechnology, Inc. (OTCBB: CSBR - News), a company engaged in the development of advanced preclinical platforms and tumor specific data to enhance the value of oncology drugs, has retained the Investor Relations Group (IRG) to serve as its first investor relations and public relations firm in order to achieve greater recognition in the financial and media communities.
“Given the business progress we’ve made, it’s important for the Company to gain increased visibility,” said Douglas Burkett, PhD, President of Champions Biotechnology, Inc. “We look forward to embarking upon our relationship with IRG, one that will focus on building awareness and communicating our technology advantages and business objectives to the investment community and the media-at-large.”
“We believe that our Biomerk Tumorgrafts™ accurately predict the outcome of Phase II clinical trials,” said Dr. Manuel Hidalgo, Champions Biotechnology’s Chief Scientist. “The ability to test and predict which early stage drug candidates have the best chance to succeed in human clinical trials is of profound value and benefit to pharmaceutical and biotech companies, as well as to our own drug development program as we seek drug partnerships and acquisitions to expand our oncology drug pipeline. It is our goal to leverage the unique value of Biomerk Tumorgrafts to generate future revenues through royalty arrangements, partnerships, and acquisitions.”
IRG, a highly recognized, New York-based corporate communications firm, will strive to increase Champions Biotechnology’s public exposure, communicate the advantages of its technology, and explain its high potential growth objectives through a focused campaign. On the investor relations front, IRG will use its proprietary database of investors to introduce Champions Biotechnology to targeted members of the investment community through pre-qualified one-on-one introductions, e-mails to professionals that have opted-in to receive communication, interviews, and traditional outreach. In the public relations arena, IRG will strive to educate audiences of editors, writers, and segment producers of local and national trade and consumer print, radio, online, and broadcast media outlets about Champions Biotechnology’s technology and its role in the market.
About Champions Biotechnology, Inc.
Champions Biotechnology, Inc. is engaged in the development of advanced preclinical platforms and predictive tumor specific data to enhance and accelerate the value of oncology drugs. The Company's preclinical platform is a novel approach based upon the implantation of primary human tumors in immune deficient mice followed by propagation of the resulting xenografts (Biomerk Tumorgrafts™) in a manner that preserves the biological characteristics of the original human tumor. The Company believes that these Tumorgrafts closely reflect human cancer biology and their response to drugs is more predictive of clinical outcomes in cancer patients.
Champions Biotechnology leverages its preclinical platform to evaluate drug candidates and to develop a portfolio of novel therapeutic drug candidates through pre-clinical trials. As drugs progress through this early stage of development, the Company plans to sell, partner or license them to pharmaceutical and/or biotechnology companies, as appropriate. The Company also offers its predictive preclinical platform and tumor specific data to physicians for personalized patient care and to companies for evaluation of oncology drug candidates in models that integrate prognostic testing with biomarker discovery. For further information, please visit the company’s website at www.championsbiotechnology.com.
About The Investor Relations Group, Inc.
The Investor Relations Group, Inc. (IRG) offers a full-service corporate communications program designed to suit the many unique needs of public companies. The program utilizes a proprietary, targeted approach to reach institutional investors, analysts, and the media-at-large. For further information, please visit the company’s website at www.investorrelationsgroup.com.
Forward-Looking Statements
This press release contains “forward-looking statements” (within the meaning of the Private Securities Litigation Act of 1995) that inherently involve risk and uncertainties. Champions Biotechnology generally uses words such as “believe,” “may,” “could,” “will,” “intend,” “expect,” “anticipate,” “plan,” and similar expressions to identify forward-looking statements. One should not place undue reliance on these forward-looking statements. The company’s actual results could differ materially from those anticipated in the forward-looking statements for many unforeseen factors. See Champions Biotechnology’s Form 10-KSB for the fiscal year ended April 30, 2008, for a discussion of such risks, uncertainties and other factors. Although the company believes the expectations reflected in the forward-looking statements are reasonable, they relate only to events as of the date on which the statements are made, and Champions Biotechnology’s future results, levels of activity, performance or achievements may not meet these expectations. The company does not intend to update any of the forward-looking statements after the date of this press release to conform these statements to actual results or to changes in Champions Biotechnology’s expectations, except as required by law.
Contact:
The Investor Relations Group
212-825-3210
Investor Relations:
Adam Holdsworth / Erica Ruderman / Brett Foley
or
Media Relations:
Susan Morgenbesser / Janet Vasquez
--------------------------------------------------------------------------------
Source: Champions Biotechnology, Inc.
On July 24, 2008, we entered into an Agreement and Plan of Merger with
Belle Haven Partners, LLC under which a newly formed company ("IG Metals
Acquisition Corporation") formed by Belle Haven for the purpose of acquiring all
of the outstanding stock of Worldwide Equities, Inc., a Florida corporation
("WWE"), would be merged into a newly formed wholly owned subsidiary of our
company formed solely for the purpose of facilitating the merger. WWE, through
its wholly-owned subsidiary, International Global Metals, Inc., is focused on
scrap metal recycling, with an emphasis on reselling and processing ferrous and
non-ferrous scrap metal. The agreement is effective as of July 11, 2008.
If the merger is completed, the stockholders of IG Metals Acquisition
Corporation, who would be treated as the "acquiring company" for accounting and
financial reporting purposes," will own 96.5% of our outstanding shares on a
fully diluted basis. The ratio at which each share of IG Metals Acquisition
Corporation would convert into newly issued shares of our company has not yet
been fixed.
The merger is contingent upon a number of things including, with
limitation, IG Metals Acquisition Corporation raising $29 million in capital
(which is anticipated to be principally debt) to finance its acquisition of WWE
and consummation of that acquisition by September 30, 2008 (extendable to
November 29, 2008 under certain circumstances provided our transaction costs up
to $50,000 are reimbursed). The merger is also contingent on our company's
liabilities (other than liabilities assumed or indemnified as provided in
clauses (iii) and (iv) below) not exceeding $325,000, which will likely only be
achievable by (i) our company raising additional equity prior to closing, (ii)
our principal stockholder, who is also our principal debtholder, agreeing to
convert debt to equity, (iii) divesting our interest in certain residual MRI
technologies to our founder and assumption by our founder of associated
liabilities and (iv) obtaining indemnity from our principal stockholder for
certain liabilities, or some combination thereof. Issuance of additional equity
would be dilutive to existing stockholders. At May 31, 2008, we reported
liabilities of $416,000, roughly $100,000 of which is associated with the MRI
technologies referred to in the preceding clause (iii).
We have the right to terminate the agreement under certain circumstances,
some of which circumstances would entitle us to reimbursement of up to $50,000
in transaction costs. Among the events triggering our termination right is our
determination that based on our diligence investigation the transaction is not
in the best interests of our shareholders. Belle Haven and IG Metals Acquisition
Corporation have the right to terminate the agreement under certain
circumstances, such as breach by us of a representation, warranty or covenant,
some of which circumstances would entitle them to reimbursement of their
transaction costs up to a similar cap. Neither party is to have liability to the
other for a breach of, or failure to consummate the transactions contemplated
by, the agreement, except in circumstances requiring expense reimbursement and
then only to the extent of the $50,000 cap. To secure their expense
reimbursement obligations, Belle Haven and IG Metals Acquisition Corporation
have agreed to place $50,000 in escrow by August 11, 2008, or sooner if and when
an agreed amount of funds are raised.
http://www.sec.gov/Archives/edgar/data/895464/000119380508001771/e604060_8k-magnalab.txt
Geospatial Holdings to Present at ASCE's International Pipeline ConferenceLast update: 7/17/2008 12:02:01 PMWorkshop in Atlanta to Discuss Data Management for Global Underground Infrastructure PITTSBURGH, Jul 17, 2008 (BUSINESS WIRE) -- Geospatial Holdings, Inc. (GSPH) today announced that Mark Smith, the Company's Chairman and CEO will participate in ASCE's International Pipeline Conference Workshop on Tuesday, July 22, 2008. The Workshop's title is "Underground Pipeline Asset Management - Sanitary Sewers - State of the Art." Mr. Smith's session in the workshop will discuss utilizing the company's innovative Smart Probe(TM) technology and GIS capabilities to collect and manage data for underground infrastructure assets. Geospatial personnel will also be available to discuss its technology and capabilities in Booth 312 during the Conference July 22 through July 24, 2008. Mr. Smith has been instrumental in the development of several patented and patent pending technologies for the underground pipeline and infrastructure industry, including the most recent "Geospatial Tension/Calc3D(TM) Technology" which utilizes the Company's proprietary Smart Probes(TM) along with custom designed software to quickly and accurately calculate bending radius, joint integrity and pulling tension data of underground conduit critical for the safe installation of high voltage underground transmission and distribution cabling. As Founder and former CEO of Underground Solutions he was responsible for the development of the revolutionary Duraliner(TM) and Fusible PVC(TM) pipeline technologies. The Workshop, part of ASCE's International Pipeline Conference and Exposition held at the Omni Hotel in Atlanta, Georgia, will discuss "Underground Pipeline Asset Management-Sanitary Sewers - State of the Art." The full-day seminar will be presented as an interactive workshop to discuss the "State of the Art" in condition assessment techniques as they apply to underground sanitary sewer and the management of these assets. Owners, contractors, and engineers will present their perspective as it relates to condition assessment, a review of various inspection techniques and computer software / hardware for managing and evaluating field data. The expected audience of the workshop will be public agencies, including pipeline mangers, operations, and administrators; and consultants interested in learning more about "State of the Art" inspection techniques in combination with what this information means to a Utility Asset Management Program and how to apply the information. About ASCE Founded in 1852, the American Society of Civil Engineers (ASCE) represents more than 140,000 members of the civil engineering profession worldwide and is America's oldest national engineering society. Its Mission is to provide essential value to their members, their careers, partners and the public by advancing technology, advocating lifelong learning, promoting the profession, developing leadership and advocating infrastructure and environmental stewardship. Additional information about the ASCE can be found at . ABOUT GEOSPATIAL Based in Pittsburgh, Pennsylvania, Geospatial operates globally through its wholly-owned operating subsidiary, GMSI. (d/b/a Geospatial Corporation). GMSI is an innovative solutions provider of proprietary technologies that permit the accurate mapping and interior geometry assessments of underground pipelines. GMSI's technologies permit the Company to economically collect, store and retrieve XYZ mapping coordinates of a pipeline centerline to create three-dimensional Geographic Information System (GIS) databases. GMSI is the exclusive licensee of the DuctRunner Smart Probe(TM) Pipeline Mapping Technology throughout North America, South America and Australia. Additional information on Geospatial can be found on our website at . Forward-Looking Statements The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. The Company makes forward-looking statements in this news release that represent the Company's beliefs or expectations about future events or financial performance. These forward-looking statements are based on information currently available to the Company and on management's beliefs, assumptions, estimates and projections and are not guarantees of future events or results. When used in this document, the words "anticipate," "estimate," "believe," "plan," "intend," "may," "will" and similar expressions are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements. Such statements are subject to known and unknown risks, uncertainties and assumptions, including those referred to in the "Risk Factors" section of the Company's Annual Report on Form 10-K for the year ended December 31, 2007, as filed with the Securities and Exchange Commission (the "Commission") on March 10, 2008 and in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of the Company's Report on Form 8-K filed with the Commission on May 1, 2008. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. In addition, our actual results may vary materially from those anticipated, estimated, suggested or projected. Except as required by law, we do not assume a duty to update forward-looking statements, whether as a result of new information, future events or otherwise. Investors should, however, review additional disclosures made by the Company from time to time in its periodic filings with the Securities and Exchange Commission. Please use caution and do not place reliance on forward-looking statements. All forward-looking statements made by the Company in this news release are qualified by these cautionary statements. SOURCE: Geospatial Holdings, Inc.
Geospatial Holdings, Inc.Mark A. Smith, Chief Executive Officer, 724-353-3400msmith@geospatialcorporation.comorCorporate Communications, Inc.Kevin S. Inda, 407-566-1180Kevin.Inda@cci-ir.com
check it out now! Another jackpot which was worth the wait.
SBTI - CH International is dedicated to developing, manufacturing and selling healthy, energy-efficient, environmentally-friendly (green) and innovative high-end products and relevant services in the fluorescent lighting field. CH International offers ten (10) series and over 1,000 types of products, including “special light” sources, “general light” sources and luminaires for the home and for businesses (office buildings), and lighting electronics. CH International is one of the leading producers in China’s “special light” market, including product innovation, specification and sales. Currently, the Company has the most product series collected in the “Government Purchasing List of Energy-Saving Products” in China (a list of compulsory purchase items by which the Chinese government enforces the procurement of energy-efficient products by departments and local authorities).
The volume of production and sales of linear fluorescent lamps amounted to 1.2 billion and 1.5 billion in China in 2006 and 2007, respectively, however there are only fifteen (15) enterprises (including CH International) whose annual volume of production and sales of linear fluorescent lamps exceeded 1 billion and 1.04 billion in 2006 and 2007, respectively. In 2006, CH International accounted for eight percent (8%) of the market share of China’s linear fluorescent lamp market, ranking third among total linear fluorescent lamp manufacturers in China, and according to the China Association of Lighting Industry, the Company’s T5 fluorescent lamp model was and currently is the best selling product in the Chinese market.
CH International has three (3) major production facilities: CH Lighting, CH Lamps and CH Technology, collectively covering 62,000 m2, with floor area of 70,000m2, having fifteen (15) automatic light source production lines, capable of producing 120 million light sources and 17 million sets of luminaires annually.
CH International has also established a Special Light Source Research Center in 2003 and a Light Source and Fitting Inspection and Development Laboratory in January 2008, of which the latter has been declared a state-accredited laboratory. Furthermore, CH International employs an external consulting team composed of over 21 professors and experts in the industry. CH International has 132 patents (including 25 patents pending) and is a participant as well as contributor to various China Lighting Industry Standards.
CH International has 32 established offices in China and has cooperative agreements with over 200 distributors in the Chinese market and over 300 foreign customers in the international market. CH International has established agents in Saudi Arabia and Belgium that distribute self-owned brands in the Middle East and in the European markets, and is currently in the process of establishing agents in the United States.
SBTI - On July 16, 2008 (the “Closing Date”), Sino-Biotics, Inc., a Delaware corporation (“Sino” or the “Registrant”) entered into a Share Exchange Agreement (the “Exchange Agreement”) with CH International Holdings Limited, a British Virgin Islands investment holding company (“CH International” or the “Company”) and KEG International Limited, a British Virgin Islands company and the sole stockholder of CH International (the “Stockholder”). As a result of the share exchange, Sino acquired all of the issued and outstanding securities of CH International from the Stockholder in exchange for Ninety-Three Million (93,000,000) newly-issued shares of Sino’s common stock, par value $0.001 per share (“Common Stock”), representing seventy-seven and one half percent (77.5%) of Sino’s issued and outstanding Common Stock (the “Exchange”) as of the Closing Date and as of the date of this Report. The Exchange is intended to constitute a tax-free reorganization pursuant to the provisions of Section 368(a)(1)(B) of the Internal Revenue Code of 1986, as amended. As a result of the Exchange, CH International became a wholly-owned subsidiary of Sino.
LGFC - KIDVILLE HOLDINGS, LLC AND LONGFOOT COMMUNICATIONS CORP. ANNOUNCE MERGER AGREEMENT.
DR. PHILLIP FROST LEADS 10 MILLION DOLLAR INVESTMENT IN KIDVILLE.
NEW YORK and MIAMI —— Kidville Holdings, LLC- operating as “Kidville” and named ‘best of’ by New York Magazine and given a five star “extraordinary” customer rating in The Lila Guide: New Parent Survival Guide- and Longfoot Communications Corp. (LGFC.OB), a publicly-traded company with no active operations, have signed a merger agreement pursuant to which Kidville will become a wholly owned subsidiary of Longfoot Communications. Following consummation of the merger, and subject to necessary stockholder approval, it is anticipated that Longfoot Communications will be renamed Kidville, Inc. (or a variation thereof) and will be headquartered in New York City. The merger is expected to close within the next sixty days, and the combined company intends thereafter to apply to list its common stock on the American Stock Exchange (AMEX).
In conjunction with the signing of the merger agreement, Dr. Phillip Frost, former Chairman and Chief Executive Officer of IVAX Corporation, and others (“Investors”), invested $10 million dollars in Kidville. Also among the Investors are (i) an entity in which Glenn L. Halpryn, President, Secretary and a director of Longfoot Communications, has an interest, (ii) Steven D. Rubin and Dr. Subbarao Uppaluri, both of whom are directors of Longfoot Communications and (iii) Dr. Jane Hsiao. Under the terms of the merger agreement, it is expected that the Investors, including Dr. Frost, and the existing stockholders of Longfoot Communications will own approximately 25% of the combined company, on a fully diluted basis, upon consummation of the merger. The Kidville members, excluding the Investors and the existing stockholders of Longfoot Communications, will own approximately 75% of Longfoot Communications following the merger. The merger is subject to customary closing conditions.
Kidville’s management team, including its co-founder, Shari Misher Stenzler, will continue to lead the company following the merger.
Says Shari Misher Stenzler, “It is very exciting to have Dr. Frost and his associates—Dr. Jane Hsiao, Steve Rubin and Dr. Rao Uppaluri as strategic investors in Kidville. The Frost investment, along with the closing of the merger with Longfoot Communications, will provide us the flexibility to expand our growth via acquisitions and new business ventures while also creating a public market for Kidville stockholders.”
Says Dr. Phillip Frost, “We are excited to be significant investors in Kidville. We believe that Kidville’s brick and mortar locations coupled with Kidville’s developing entertainment business have created a unique platform that makes Kidville well- positioned to become one of the dominant children’s brands nationwide.”
About Kidville
Named ‘Best of’ by New York Magazine, Kidville operates large, upscale facilities, catering to newborns through five-year-old children and their families. In addition to offering a wide range of developmental classes for newborns-5 year olds, including Little Maestros, Run Wiggle Paint & Giggle, Big Muscles for Little Babies, Kidville Tumblers, and Kidville University (Kidville’s Pre-School Alternative Program), Kidville also features an indoor playground, a retail boutique and the Kidville Salon. Silver Membership is free with enrollment in any Kidville class, while upgrades to Gold, Platinum and Diamond levels are also available.
Kidville also operates “Kidville Annex” locations that feature a selection of Kidville offerings.
Kidville recently announced the launch of its National Franchise Program.
The Kidville concept started when Shari Misher Stenzler, Co-Founder of London Misher Public Relations, found herself carrying her baby and stroller down a long flight of stairs for her child’s first music class. “There must be a better way,” she thought and began informally polling friends and fellow parents about their needs.
Fun and familiar geometric shapes are the design foundation for the Kidville interior space. Used with vibrant colors, the design elements encourage exploration and intuitively guide children throughout the space. This playful and cross-functional design provides the perfect setting for everything from intimate classes to “Big Blow Out” birthday parties.
Kidville Founders include Cosí co-founder Andy Stenzler, London Misher Public Relations President, Shari Misher Stenzler, tennis stars Andre Agassi and Steffi Graf, philanthropist Laurie Tisch, Emanuel and Liz Stern (HartzMountain Realty/Tribeca and SOHO Grand Hotels), Richard Chapman and Gordon Hamm (GMC Parking Chain) and Kidville President Rammy Harwood.
For more information about Kidville, please contact Shari Misher Stenzler @ London Misher Public Relations, Inc. 212-759-2800 ext 11. or shari@londonmisherpr.com.
For more information about Longfoot Communications, please contact Glenn L. Halpryn, at 305-573-4112.
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on the current expectations or beliefs of Kidville’s management and are subject to a number of factors and uncertainties that could cause actual events to differ materially from those described in the forward-looking statements.
On July 9, 2008, Ladenburg Thalmann Financial Services Inc. ("Company") entered into a definitive merger agreement ("Merger Agreement") with Triad Advisors, Inc. ("Triad"), a leading independent broker-dealer and investment advisor, based in Norcross, Georgia.
Cost reduction ... yes but in this context, this already exists for a long time. For example:
http://www.sheetz.com/main/food/menu.cfm
All of these items are completely customizable using our Touchscreen ordering system. Imagine an entire menu right at your finger tips. There's no need to scream over the counter to get Mild Pepper Rings on your sub... Just press a button. It's quick, easy, helps ensure the accuracy of your order and prevents others from knowing your strange eating habits.
Some volume activity with second quarter ended
I believe!
thinking about baby boomers' market
Cardo Medical, LLC, along with its partially owned subsidiaries, Accelerated Innovation, LLC, Cervical Xpand, LLC and Uni-Knee, LLC, focuses on product development, marketing and distribution of orthopedic and spinal medical devices. The companies' product portfolio includes devices for spinal motion preservation and fusion, hip replacement and unicompartmental knee replacement.
Cardo Medical has received FDA clearance to market its Total Hip System, Cervical Plate/Screw System, Spine Pedicle Screw/Rod System, Patello-femoral Arthroplasty, and Uni-Knee Arthroplasty (UKA).
They are hiring -a good sign
http://www.geospatialcorporation.com/about.htm#careers
FTEC --> FHTI
On June 19, 2008, the Registrant effected a one-for-10 reverse split of its
issued and outstanding shares of common stock, par value $0.001 per share. In
order to effect the reverse split, the Registrant filed a Certificate of
Amendment to its Articles of Incorporation with the Secretary of State of the
State of Nevada. Prior to the filing, the Certificate of Amendment was approved
by the Registrant's board of directors and by its majority stockholder.
The reverse stock split reduced the number of the Company's issued and
outstanding shares of common stock from 28,728,656 to approximately 2,878,866.
No fractional shares were issued in connection with the reverse stock split and
any fractional shares resulting from the reverse split were rounded up to the
nearest whole share.
As a result of the reverse split, the symbol for the Company's common stock on
the OTC Bulletin Board has been changed from "FTEC" to "FHTI" and the Company's
common stock began quotation under the new symbol (on a post-split basis) on
June 20, 2008.
GSPH Chart
QBYT - On June 2, 2008, KI Equity Partners V, LLC, a Delaware limited liability company (“KI Equity”), and Mr. Kevin R. Keating (“Keating”) entered into a Stock Purchase Agreement (the “KI/Keating Agreement”) with Mr. Glenn L. Halpryn #msg-29732919, as agent for certain investors in the Company (the “Investors”), pursuant to which KI Equity and Keating will sell to the Investors, and the Investors will purchase from KI Equity and Keating, an aggregate of 69,100,000 shares of Common Stock (the “KI/Keating Shares”), which KI/Keating Shares represent approximately 87% of the issued and outstanding shares of Common Stock. The aggregate purchase price for the KI/Keating Shares is $926,273.46, or approximately $0.0134 per share.
Also on June 2, 2008, the Investors entered into a Stock Purchase Agreement (the “Garisch Agreement”) with Garisch Financial, Inc., an Illinois corporation (“Garisch”), pursuant to which Garisch will sell to the Investors, and the Investors will purchase from Garisch, 5,500,000 shares of Common Stock (the “Garisch Shares”), which Garisch Shares represent approximately 6.9% of the issued and outstanding shares of Common Stock. The aggregate purchase price for the Garisch Shares is $73,726.54, or approximately $0.0134 per share. The Garisch Shares and the KI/Keating Shares are referred to as the “Shares.”
It is anticipated that the closing of the purchase of the Shares (the “Closing”) will occur approximately ten days after the later of the date of the filing of this Information Statement with the Securities and Exchange Commission (the “SEC”) or the date of mailing of this Information Statement to the Company’s shareholders. Pursuant to the terms of the KI/Keating Agreement, at the Closing, (i) the existing directors of the Company will increase the size of the Board to five directors, (ii) the existing directors and officers of the Company will resign effective upon the Closing, (iii) the existing directors will appoint the designees of the Investors detailed below to serve as the directors of the Company, and (iv) the existing directors will appoint Mr. Glenn L. Halpryn to serve as the President and Chief Executive Officer of the Company. As a result of these transactions, control of the Company will pass to the Investors (the “Change of Control”). After the Closing, the Investors will own approximately 94% of the issued and outstanding Common Stock.
As of May 14, 2008, the Company had 79,302,460 shares of Common Stock issued and outstanding and no shares of preferred stock, par value $0.0001 per share, issued and outstanding. Each share of Common Stock is entitled to one vote. Shareholders of QuikByte will have the opportunity to vote with respect to the election of directors at the next annual meeting of QuikByte shareholders.
Company web site: http://www.geospatialcorporation.com
and MSNBC video on US water system on brink on collapse:
http://www.msnbc.msn.com/id/21134540/vp=24821438
NIMS' Exer-Rest(R) Acceleration Platform to be Launched at Physical and Rehabilitation Congress
Last update: 6/2/2008 9:22:01 AM
MIAMI, Jun 02, 2008 (BUSINESS WIRE) -- Marvin A Sackner, M.D., Chief Executive Officer and Chairman, Board of Directors, Non-Invasive Monitoring Systems, Inc. (NIMS) (NIMU) announced NIMS will exhibit their new therapeutic acceleration platform, Exer-Rest(R), for the first time at the 16th European Congress of Physical and Rehabilitative Medicine to be held June 3-6, 2008 in Brugge, Belgium.
Exer-Rest is a Class 2A CE 0120, non-invasive, acceleration platform which has the configuration of a single or twin bed. Electrical actuation of this device produces whole body periodic acceleration (WBPA). Research publications indicate that it can serve as an alternative or complementary means for exercise in subjects who are incapable, injured or unwilling to exercise. Steven Mrha, Chief Operating Officer of NIMS will demonstrate this product at the exhibition space of the meeting. Mr. Mrha stated, "Dr. Jose A. Adams, Chief of Neonatology of Mt Sinai Medical Center of Greater Miami will present a paper co-authored by Dr. Sackner entitled 'Exer-Rest and Exercise: What's the Difference?' This paper will summarize the similarities and differences between moderate aerobic exercise and WBPA as administered with Exer-Rest.
NIMS will exhibit Exer-Rest at Florida International Medical Expo from August 13-15, 2008 in Miami Beach, Florida and at Medica 2008 in Dusseldorf, Germany from November 19-22, 2008."
NIMS supports a clinical trial to demonstrate the intended use of Exer-Rest for temporary relief of musculoskeletal pain associated with osteoarthritis of the lower extremities (hips and knees) in order to meet FDA approval for marketing in the United States. Exer-Rest can be marketed and sold in the common market and Canada.
Further information on the Company can be obtained on NIMS' website at .
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: The Statements which are not historical facts contained in this press release are forward-looking statements that involve certain risks and uncertainties including, but not limited to: risks associated with the uncertainty of future financial results, additional financing requirements, development of new products, government approval processes, the impact of competitive products or pricing, technological changes, the effect of economic conditions and other uncertainties detailed in the Company's filings with the Securities and Exchange Commission. SOURCE: Non-Invasive Monitoring Systems, Inc.
Non-Invasive Monitoring Systems, Inc.Steven Mrha, 305-861-0075smrha@nims-inc.com
QBYT chart
Glenn L. Halpryn, age 47, was Chairman of the Board and Chief Executive Officer of Orthodontix, Inc., a publicly held corporation, from April 2001 until Orthodontix merged with Protalix BioTherapeutics, Inc. in December 2006.
Since December 2006, Mr. Halpryn has been the Chairman of the Board and Chief Executive Officer of Getting Ready Corporation,
since October 2007, Mr. Halpryn has been the Chairman of the Board, Chief Executive Officer and President of clickNsettle.com, Inc.
and since March 2008 he has been the President and Secretary and a director of Longfoot Communications Corp.,
three shell companies traded on the OTC Bulletin Board.
Mr. Halpryn is also Chief Executive Officer and a director of Transworld Investment Corporation (“TIC”), serving in such capacity since June 2001. Since 2000, Mr. Halpryn has been an investor and the managing member of investor groups that were joint venture partners in 26 land acquisition and development projects with one of the largest home builders in the country. From 1984 to June 2001, Mr. Halpryn served as Vice President/Treasurer of TIC. From 1999, Mr. Halpryn also served as Vice President of Ivenco, Inc. (“Ivenco”) until Ivenco’s merger into TIC in June 2001. In addition, since 1984, Mr. Halpryn has been engaged in real estate investment and development activities. From April 1988 through June 1998, Mr. Halpryn was Vice Chairman of Central Bank, a Florida state-chartered bank. Since June 1987, Mr. Halpryn has been the President of and beneficial holder of stock of United Security Corporation (“United Security”), a broker-dealer registered with FINRA. From June 1992 through May 1994, Mr. Halpryn served as the Vice President, Secretary-Treasurer of Frost Hanna Halpryn Capital Group, Inc., a “blank check” company whose business combination was effected in May 1994 with Sterling Healthcare Group, Inc. From June 1995 through October 1996, Mr. Halpryn served as a member of the Board of Directors of Sterling Healthcare Group, Inc. Since October 2002, Mr. Halpryn has been a director of Ivax Diagnostics, Inc., a publicly held corporation, and is a member of its audit committee and chairman of its compensation committee.
Glenn L. Halpryn to become Chairman of the Board, Chief Executive Officer and President.
also ...
on June 2, 2008, the Investors entered into a Stock Purchase Agreement (the “Garisch Agreement”) with Garisch Financial, Inc., an Illinois corporation (“Garisch”), pursuant to which Garisch will sell to the Investors, and the Investors will purchase from Garisch, 5,500,000 shares of Common Stock (the “Garisch Shares”), which Garisch Shares represent approximately 6.9% of the issued and outstanding shares of Common Stock. The aggregate purchase price for the Garisch Shares is $73,726.54, or approximately $0.0134 per share. The Garisch Shares and the KI/Keating Shares are referred to as the “Shares.”
Thanks $oldier Hard.
Squid Brillo (ex Crooner) posted in iBox. Thanks.
also been bookmarked a while...
been bookmarked a while...
nice climb today
SBTI Forward Stock Split
On March 18, 2008, the Board of Directors of Sino-Biotics, Inc. (the “Corporation”) declared a forward stock split to be effective March 31, 2008. The forward stock split was on a six-for-one basis on both the Corporation’s authorized issued and outstanding common stock. Every holder of the record of the Corporation’s Common Stock, as of March 19, 2008, (the “Record Date”), shall be entitled to five additional shares of the Corporation’s Common Stock for each share of Common Stock held. No shares shall be issued for fractional shares. The Company’s Transfer Agent will be mailing the additional stock certificates on April 3, 2008.
DAQING, PRC, March 31, 2008 /PRNewswire-FirstCall via COMTEX/ -- Forme Capital, Inc. (the "Company") (FOCP) today announced the acquisition of Speedy Brilliant Group limited. Speedy conducts its business through Daqing Qingkelong Chain Commerce & Trade Co., Ltd. ("QKL"), a retail company that owns and operates 20 retail stores in northeast China's Heilongjiang Province, including 18 supermarkets, one convenience store and one department store. These stores have a total area of approximately 45,000 square meters, and an average of 2,500 square meters. Also on March 28, 2008, the Company completed a private placement of $15.5 million through the sale of Units, including shares of its Series A Convertible Preferred Stock and attached warrants. The Series A Convertible Preferred Stock is convertible into an aggregate of 9,117,647 shares of the Company's common stock at the option of the holders of such Series A Convertible Preferred Stock. Along with the Series A Convertible Preferred Stock, the Company sold, for no additional consideration, two series of warrants, Series A and B. The Series A and B warrants are exercisable on a one-for-one basis into an aggregate of 11,397,058 shares of the Company's common stock. Each of the warrants has a five year term. The exercise prices of the Series A and Series B Warrants are $3.40 and $4.25 per share, respectively. Over the past three years, QKL's business has shown significant growth with revenues increasing to $93,138,713 for the fiscal year ended December 31, 2007 from $74,896,858 for the fiscal year ended December 31, 2006 and from $53,724,865 for the prior year. Comprehensive income was $6,318,086 for the fiscal year ended December 31, 2007, an increase from $5,110,855 for the fiscal year ended December 31, 2006 and from $3,458,041 for the prior year. Mr. Zhuangyi Wang, the Chief Executive Officer of the Company stated, "The closing of our reverse merger transaction and financing provide us with the capital investment we need to not only continue the growth of Qingkelong's business, but to accelerate that growth. We can now focus on expansion of our chain stores and growing our revenues while maintaining profitability." The Company will file a Current Report on Form 8-K with the Securities and Exchange Commission within the required time period, which Report will disclose detailed information about the Company and its subsidiaries, including financial statements for the fiscal years ended December 31, 2007, 2006 and 2005, and further details regarding the transactions disclosed above. Forward-looking Statements Statements made in this news release, may contain forward looking statements concerning the Company's business and products. The actual results may differ materially depending on a number of risk factors including, but not limited to, the following: general economic and business conditions, market acceptance, additional competition from existing and new competitors, and various other factors beyond its control. The Company undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date of this release. Daqing Qingkelong Chain Commerce & Trade Co., Ltd. Daqing Qingkelong Chain Commerce & Trade Co., Ltd. ("QKL") is a regional supermarket chain company that operates 20 retail stores in northeast China's Heilongjiang Province, including 18 supermarkets, one convenience store and one department store. These stores have a total area of approximately 45,000 square meters, and an average of 2,500 square meters. The stores are known for excellent selection of fine meats and fresh produce, and the meat department generates significant profits. QKL has two distribution centers servicing the supermarkets. QKL is the only supermarket company in northeastern China that is a licensee of the Independent Grocers Alliance, or IGA, a U.S.-based global grocery network with aggregate retail sales of more than $19.1 billion per year. As a licensee of IGA, QKL is able to engage in collective bargaining with suppliers and have access to more than 2,000 private IGA brands, including many that are exclusive IGA brands. SOURCE Forme Capital, Inc.
On March 28, 2008, we entered into a share exchange agreement, or the Share Exchange Agreement, with Willsky Development, a British Virgin Islands company, and the shareholder of Willsky Development, Eternal International Holding Group Ltd., a Hong Kong corporation, or Eternal International. Pursuant to the Share Exchange Agreement, on March 28, 2008 Eternal International transferred all of the shares of the capital stock of Willsky Development held by it, constituting all of the issued and outstanding stock of Willsky Development, in exchange for 94,908,650 newly issued shares of our common stock that constituted 94.9% of our issued and outstanding capital stock on a fully-diluted basis as of and immediately after the consummation of such exchange and after giving effect to the Redemption Agreement described below. Simultaneous with the consummation of the Share Exchange Agreement, Eternal International distributed 85,417,785 shares of our common stock to its shareholders as a dividend. Accordingly, following this distribution, Eternal International beneficially owns approximately 9.49% of our outstanding capital stock. As a result of this transaction and the related Redemption Agreement, 100,000,000 shares of our common stock are currently issued and outstanding.
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On March 28, 2008, we also entered into a redemption agreement, or the Redemption Agreement, with Fountainhead Capital Management Limited, or Fountainhead, and La Pergola Investments Limited, or La Pergola, whereby Fountainhead and La Pergola surrendered an aggregate of 2,000,000 shares of our common stock for redemption, or Redemption, in exchange for our issuance of a convertible promissory note to each, or the Notes, in the aggregate principal amount of six hundred sixty thousand dollars $660,000 in favor of Fountainhead and La Pergola. The Notes bear interest at the rate of two and one-half percent (2.5%) per annum computed on the basis of a 360 day year. Pursuant to the terms of the Notes, we also agreed to pay all costs of collection, including reasonable attorneys’ fees, incurred by either Fountainhead or La Pergola, or by any other holder of the Notes in any action to collect the Notes, whether or not suit is brought. The principal and accrued interest of the Notes is payable on September 30, 2008, except that the Notes shall accelerate and become payable upon the our consummation of a private placement transaction in which we sell or issue shares of our common stock in a manner that is exempt from the registration requirements of the Securities Act, where our gross proceeds are at least $1,000,000. If the principal and accrued interest on the Notes is not paid in full at maturity or upon the acceleration described above, or upon an Event of Default (as defined in the Note), then the Notes shall become convertible into a number of shares of our common stock that is equal to and aggregate of fifteen percent (15%) of our outstanding common stock on a fully-diluted, post-issuance basis.
Concurrent with the consummation of the Share Exchange Agreement, and in connection with the Redemption, we also entered into anti-dilution agreements, or Anti-Dilution Agreements, with each of Fountainhead and La Pergola. Pursuant to the Anti-Dilution Agreements, if we complete a private placement transaction in which we sell or issue securities in a manner that is exempt from the registration requirements of the Securities Act, where our gross proceeds are at least $8,000,000 within twenty-four (24) months of the consummation of the Share Exchange Agreement, the total number of shares of our common stock held by Fountainhead and La Pergola will be adjusted (i.e., either we will issue additional shares to Fountainhead and La Pergola or they will each tender shares back to us for cancellation) such that the total value (based upon the valuation attributable to us by the investors in the private placement) of all such shares held by Fountainhead is equal to $637,500 and the total value (based upon the valuation attributable to us by the investors in the private placement) of all such shares held by La Pergola is equal to $112,500.
In connection with consummation of the transactions contemplated by the Share Exchange Agreement, we issued warrants, or Warrants, to each of Fountainhead and La Pergola for the purchase of a number of shares of our common stock equal to an aggregate of two percent (2%) of our issued and outstanding common stock as of immediately after the closing of our next private placement transaction in which we receive gross proceeds of at least $8,000,000 million. If no such private placement transaction has been consummated on or before September 30, 2008, then the Warrants shall become exercisable by Fountainhead and La Pergola for an aggregate total of 3,500,000 shares of our common stock. The term of the Warrants is 5 years and each has an exercise price equal to 150% of the purchase price per share paid by the investors in such private placement transaction, provided that (i) if securities other than the shares of common stock are issued in such private placement transaction, then the exercise price shall be 150% of the price attributable to a share of common stock at the valuation attributable to us in the transaction on “post-money” basis, and (ii) if such private placement transaction is not consummated on or before September 30, 2008, then the exercise price per share of Common Stock shall be 150% of the price attributable to a share of our common stock at a valuation attributable to us of $15,000,000.
On March 28, 2008, in connection with the Share Exchange Agreement, we entered into a piggyback registration rights agreement, or Registration Rights Agreement, with Fountainhead and La Pergola, pursuant to which we granted piggyback registration rights to each of Fountainhead and La Pergola to include all shares of our common stock held by each of Fountainhead and La Pergola, including all shares of our common stock issueable to each of Fountainhead and La Pergola upon the exercise, conversion or exchange of other securities held by Fountainhead and La Pergola, as of the date of the execution of the Share Exchange Agreement.
The foregoing description of the terms of the Share Exchange Agreement, Redemption Agreement, Notes, Anti-Dilution Agreements, Warrants and Registration Rights Agreement is qualified in its entirety by reference to the provisions of those documents filed as Exhibits 2.1 and 4.1-4.8 to this report, which are incorporated by reference herein.
On March 31, 2008, we entered into a Share Exchange Agreement (the
"Share Exchange Agreement") with Fountainhead Capital Partners Limited, an
entity registered in Jersey (C.I.) ("FHCP"), Yongchen International Shipping
Limited, a company incorporated in Hong Kong ("Yongchen"), Hengzhou
International Shipping Limited, a company incorporated in Hong Kong
("Hengzhou"), Yongzheng International Marine Holdings Co., Ltd., a British
Virgin Islands company ("Yongzheng"), and each of the other shareholders of
Hengzhou (the "Other Shareholders"). Prior to the consummation of the
transactions under the Share Exchange Agreement, FHCP owned 60,498 shares
(approximately 56%) of our common stock, Yongchen was wholly-owned by Yongzheng,
and Hengzhou was approximately 70%-owned by Yongzheng.
Pursuant to the Share Exchange Agreement, Yongzheng transferred all of
the issued and outstanding shares of Yongchen capital stock to us, and Yongzheng
and the Other Shareholders transferred all of the issued and outstanding shares
of Hengzhou capital stock to us, in exchange for 24,525,994 shares of our common
stock (the "Share Exchange"). In addition, in consideration for services
rendered including facilitating the Share Exchange, Yongzheng paid US$300,000 to
FHCP, and directed our company to issue to FHCP 939,502 of the shares of common
stock of our company otherwise issuable to Yongzheng in the Share Exchange. As a
result of the Share Exchange, Yongchen and Hengzhou became our wholly-owned
subsidiaries, and Yongzheng and the Other Shareholders acquired approximately
95% of our common stock.
2
<PAGE>
In connection with the Share Exchange Agreement, we also entered into
an Investor Rights Agreement, dated as of March 31, 2008, with FHCP (the
"Investor Rights Agreement") pursuant to which
o we granted FHCP certain piggyback registration rights with
respect to the 1,000,000 shares of our common stock owned by FHCP
at the closing of the Share Exchange (the "Retained Shares");
o we provided weighted average anti-dilution protection to FHCP
with respect to the Retained Shares in the event that, during the
two-year period following the Share Exchange, we issue (or are
deemed to have issued) shares of our common stock (subject to
certain exclusions) at a price that is less than $1.20 per share
(as adjusted for stock splits, stock dividends and the like); and
o we granted FHCP the right to put up to 250,000 of the Retained
Shares to us at a price of $1.70 (as adjusted for stock splits,
stock dividends and the like), exercisable during the 20-day
period immediately following the third anniversary of the filing
of this Form 8-K or the occurrence of certain events; provided
that, subject to certain exceptions set forth in the agreement,
the put right shall terminate if the average Fair Market Value
per share of our common stock (as defined in the agreement) for
any period of 30 consecutive days during the two-year period
commencing on the first anniversary of the filing of this Form
8-K equals or exceeds $1.60 per share (as adjusted for stock
splits, stock dividends, and the like).
In addition, we entered into a Ship Contribution Agreement, dated
March 31, 2008, with Hengzhou and Yongzheng International Shipping Limited
("YISL"), a wholly-owned subsidiary of Yongzheng, pursuant to which YISL will
contribute the vessel "Rong Da" to Hengzhou in exchange for that number of
shares of our common stock with a Fair Market Value (as defined in the
agreement) equal to the vessel purchase price. We also entered into a Ship
Contribution Agreement, dated March 31, 2008, with Hengzhou and Huisheng
International Shipping Limited, a wholly-owned subsidiary of Yongzheng, pursuant
to which Huisheng will contribute the vessel "Rong Sheng" to Hengzhou in
exchange for that number of shares of our common stock with a Fair Market Value
(as defined in the agreement) equal to the vessel purchase price. Under both
agreements, the vessel purchase price equals the vessel's net realizable value
as of the date the vessel is accepted for delivery by Hengzhou, as determined by
an independent appraiser chosen by our non-employee directors (or as otherwise
agreed after the closing of the Share Exchange by FHCP and us), or its total
build cost, whichever is lower.
A copy of the Share Exchange Agreement, the Investor Rights Agreement,
and each Ship Contribution Agreement are incorporated herein by reference and
are filed as Exhibits 2.1, 10.1, 10.2 and 10.3, respectively, to this Form 8-K.
The description of the transactions contemplated by the Share Exchange Agreement
and of our obligations under the Investor Rights Agreement and each Ship
Contribution Agreement set forth herein do not purport to be complete and is
qualified in its entirety by reference to the full text of the exhibits filed
herewith and incorporated by this reference.
On March 25, 2008, Kayenta Kreations, Inc., (KKRI .OB) a Nevada corporation (the
"Company"), entered into an Agreement and Plan of Merger (the "Merger
Agreement"), with Geospatial Mapping Services, Inc., a Delaware
corporation ("Geospatial"), pursuant to which the Company agreed to
issue to the stockholders of Geospatial 20,074,188 shares of the
Company's common stock, after giving effect to a required 2.8 to 1
forward stock split, in connection with a transaction that will result
in Geospatial becoming a wholly-owned subsidiary of the Company. The
Merger Agreement requires, as a condition to closing, the election and
appointment of the person or persons designated by Geospatial as the new
officers and director or directors of the Company effective at closing
and the approval by the Company's stockholders of an employee benefit
stock option plan.
The Merger Agreement contains a covenant that the Company will not
effectuate any reverse stock split of the Company's common stock for
24 months from closing without the prior consent of Thomas G. Kimble,
as representative of the Company's current shareholders. The Merger
Agreement also provides for the filing of a registration statement
with the Securities and Exchange Commission covering the resale of
the currently owned common stock of the holders of the Company's
restricted common stock but no other shares.
After giving effect to the stock issuance, the stockholders of
Geospatial will hold 20,074,188 shares or 84.49% of the 23,759,806
shares of the Company's common stock to be outstanding following the
completion of the merger transaction (the "Merger") contemplated under
the Agreement. As such, the Merger will result in a change of control
of the Company and, following consummation of the transactions
contemplated by the Merger Agreement, the stockholders of Geospatial
will be able to elect directors and control the policies and practices
of the Company.
The Merger Agreement also provides for an amendment to the Company's
articles of incorporation to change the Company's name to Geospatial
Corporation and to increase its authorized shares of common stock from
50,000,000 to 100,000,000 shares. The Merger Agreement will result in a
change in the status of the Company as a shell company.
The closing of the Merger is subject to certain conditions precedent
including the approval by the stockholders of the Company and Geospatial
of the transactions contemplated in the Merger Agreement. The Merger
will be completed by the Company forming a wholly-owned subsidiary,
which will be a party to the Merger Agreement, and which will be merged
into Geospatial. The Merger Agreement contains various representations
by the Company and a principal stockholder of the Company, Thomas G.
Kimble, along with other provisions which are typically found in such an
agreement.
The foregoing summary of selected provisions of the Merger Agreement
does not purport to be complete and is qualified in its entirety by
reference to the Merger Agreement, a copy of which is filed as an
exhibit to this report.
same here but I did not have this one -just was tracking it.
well I guess you got some of the responses!
I hope you bought yesterday at the open!
repost (anticipated close by date)
FastFunds Financial Corporation Renews Letter of Intent for
Acquisition of Engineering Procurement Company
WEST PALM BEACH, Fla.--(BUSINESS WIRE)--January 29, 2008 FastFunds Financial Corporation (OTCBB: FFFC) announced today that it has executed a new non-binding letter of intent to acquire Industrial Systems, Inc. ("ISI"). ISI, formed in 1991 and based in Delta, Colorado, provides engineering procurement and construction services to the mining, energy and natural resources industries throughout the United States. The letter of intent calls for FastFunds to acquire 100% of the outstanding securities of ISI in an all stock tax-free transaction. Prior to the closing of the transaction, FFFC is required to have no liabilities on its balance sheet, unless mutually agreed upon. Completion of the transaction, which is planned to close by April 30, 2008, is also subject to further due diligence by each party, negotiation and execution of a definitive agreement, and other customary pre-closing conditions. FastFunds and ISI's previous letter of intent expired in 2007. "During 2007 we turned our focus to building and solidifying our Company into a position to be better prepared to become a public company. We believe we have reached the next step in our growth and we are looking forward to concluding this transaction and becoming a public company," commented Bob Isom, ISI's President and CEO.
About Industrial Systems, Inc.
With over $90 million in total sales during its sixteen year history to a wide variety of more than 20 clients including some of the country's largest natural resources companies, ISI is able to provide major capital engineering, procurement, management and construction services. The company reported preliminary unaudited sales of approximately $10.5 million for the year ended December 31, 2007 compared to $4.1 million and $3.5 million for the years ended December 31, 2006 and 2005, respectively.
With over 44,000 square feet under roof, including a 38,000-square-foot indoor fabrication facility, ISI has the ability to develop and construct a wide range of underground and surface infrastructures providing crafts and capabilities including: tank fabrication and erection; process plant construction; industrial/commercial construction; electrical design and installation; instrumentation design and installation; fire suppression systems; and mechanical equipment erection ISI, located in Delta, Colorado, is situated perfectly to take advantage of recent initiatives to increase domestic production of oil and gas in Western Colorado and Eastern Utah. ISI is also directing a major portion of its marketing focus to recently announced government plans for the re-opening of oil-shale mines. The U.S. Bureau of Land Management recently awarded three oil companies environmental clearance for their plans to start producing shale oil through a process of heating layers of rock, and ISI intends to pursue contracts for these projects in the Western United States.
FastFunds Financial Corporation is a holding company with limited business operations.
This press release may include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements are based on the Company's current expectations as to future events. However, the forward-looking events and circumstances discussed in this press release might not occur, and actual results could differ materially from those anticipated or implied in the forward-looking statements.
CONTACT: FastFunds Financial Corporation Barry S. Hollander, 561-514-9042 Acting CEO
Industrial Systems, Inc.
Bob Isom (Owner)
Phone: (970) 874-4461
FAX: (970) 874-8434
PO Box 532
Delta, CO 81416
E-mail: isi@isidelta.com
"Located in Delta, Colorado, industrial Systems, Inc. provides construction services throughout the United States with the ability to mobilize where ever your needs take us. We can provide major capital engineering, procurement, management, and construction services in the multi-million dollar range. However, if your project is of smaller size we can accommodate your needs and budget while providing you with a professional and reliable project. Industrial Systems, Inc. is providing new and innovative ideas to our customers to help cut cost to gain that competitive edge. With projects in the Mining, Process, Water Treatment, and Power Industries we have excelled to be one of the best construction firms available."
http://www.deltaareadevelopment.org/by_industry.php
New CEO: Marvin A Sackner, M.D.
On February 29, 2008, following approval of its Board of Directors, Non-Invasive Monitoring Systems, Inc. (the “Company”) entered into a Separation and Release Agreement with Gary Macleod (“Macleod”), its former Chief Executive Officer and Director (the “Separation Agreement”).
.....
Dr. Sackner co-founded predecessor to the Company in 1977 and was the Chairman of the Board from 1981 until October 1989. From 1974 until October 1991, Dr. Sackner was the Director of Medical Services at Mount Sinai in Miami Beach, Florida. From 1973 to 1986, Dr. Sackner was the President of the American Thoracic Society. Dr. Sackner was the Chairman of the Pulmonary Disease Subspecialty Examining Board of the American Board of Internal Medicine from 1977 to 1980. He also currently serves as a member of the Scientific Advisory Board of VivoMetrics, Inc.
Executive office relocation:
Non-Invasive Monitoring Systems, Inc. (the “Company”) plans to terminate the employment of Gary Wetstein, its Chief Financial Officer, effective on or about March 31, 2008, due to the relocation of the Company’s executive offices to Miami. The Company has begun a search to hire a new person for the position who lives in the Miami vicinity. Mr. Wetstein may serve as a consultant to the Company after leaving the Company.
Repost (second qtr coming soon!)
GETTING READY CORPORATION AND WINSTON LABORATORIES, INC. ANNOUNCE MERGER AGREEMENT
Miami, FL and Vernon Hills, IL — November 15, 2007 — Winston Laboratories, Inc., a specialty pharmaceutical company engaged in the discovery and development of products for pain management, and Getting Ready Corporation (OTC BB: GTRY), a publicly-traded company with no active operations, have signed a merger agreement that will bring the two companies under one umbrella. The combined company will be renamed Winston Pharmaceuticals, Inc., and will be headquartered in Vernon Hills, Illinois. The merger is expected to close in the second quarter of 2008, and shortly thereafter, the company intends to apply to have its shares listed on the American Stock Exchange (AMEX).
As part of the transaction, Dr. Phillip Frost, former chairman and chief executive officer of IVAX Corporation, and his affiliates invested $5 million in Winston, with an additional $4 million investment to be made at the time the merger is consummated. Proceeds from the investment are expected to fund current operations of Winston Laboratories, including certain costs associated with upcoming regulatory applications. Under the terms of the merger agreement, each common share of Winston Laboratories will be converted into approximately 17.51 shares of common stock of Getting Ready, and each share of preferred stock of Winston Laboratories will be converted into approximately .01751 shares of preferred stock of Getting Ready, each such preferred share being convertible into 1,000 shares of Getting Ready common stock. The merger is subject to customary covenants and several conditions. As a result of the merger, it is expected that Getting Ready shareholders will receive approximately 2.56% of the combined company on a fully diluted basis and the new investors will own convertible preferred stock representing approximately 27.44% of the combined company on a fully diluted basis. Certain of the new investors will also receive five-year warrants entitling them to purchase up to 10% of the common equity of the combined company on a fully diluted basis.
Glenn L. Halpryn, current director and president of Getting Ready, Steve Rubin, former vice president and general counsel of IVAX Corporation, and Subbarao Uppaluri, former vice president of strategic planning of IVAX Corporation, will serve on the combined company’s board of directors, along with four directors to be appointed by Winston Laboratories. Dr. Joel Bernstein, founder and president of Winston Laboratories, will become president and chief executive officer of the combined company.
Mr. Halpryn stated that Winston’s scientific and management teams have extensive experience in clinical development for pain indications. Mr. Halpryn also said that he is pleased that Getting Ready was able to enter into this merger agreement within a year of the change of control of Getting Ready, and he looks forward to serving as a member of the board of directors of the combined company following the closing.
About Winston Laboratories
Winston Laboratories focuses on major pain indications as well as on niche markets, where there is still significant unmet need for pain management options with improved efficacy, safety, and tolerability profiles. Winston’s product candidates span a range of pain indications, including episodic cluster headache, chronic daily headache, osteoarthritis, neuropathic pain, cancer pain and post-operative pain.
Winston Laboratories’ flagship compound is civamide, a TRPV-1 (transient receptor potential vanilloid—1) receptor modulator, which we believe provides exceptionally long-lasting analgesic activity. A single oral dose of civamide, for example, provides effective analgesia for at least 7 days in a variety of animal pain models. Winston is engaged in late-stage development of civamide for various pain indications, and expects to submit its first marketing authorization applications in North America and Europe for relief of osteoarthritis pain during the first quarter of 2008.
About Civamide
Civamide (cis-8-methyl-N-vanillyl-6-nonenamide) is a patented, synthetically produced agent that binds to the TRPV-1 receptor, and, in this fashion, selectively depresses the activity of the type-C pain fibers. Civamide causes an initial release of the neuropeptides, substance P (SP) and calcitonin-gene related peptide (CGRP). Pain transmission is then diminished by the subsequent depletion of SP and CGRP from the neuron, coupled with suppression of the synthesis and transport of neuropeptides along the neuron.
This press release contains “forward-looking statements,” as that term is defined under the Private Securities Litigation Reform Act of 1995 (PSLRA),regarding product development efforts and other non-historical facts about our expectations, beliefs or intentions regarding our business, technologies and products, financial condition, strategies or prospects. Many factors could cause our actual activities or results to differ materially from the activities and results anticipated in forward-looking statements. These factors include those described in our filings with the Securities and Exchange Commission, as well as risks inherent in funding, developing and obtaining regulatory approvals of new, commercially-viable and competitive products and treatments, including the risks that any of our compounds under development may fail, may not achieve the expected results or effectiveness and may not generate data that would support the approval or marketing of products for the indications being studied or for other indications. In addition, forward-looking statements may also be adversely affected by general market factors, competitive product development, product availability, federal and state regulations and legislation, the regulatory process for new products and indications, manufacturing issues that may arise, patent positions and litigation, among other factors. We do not undertake any obligation to update forward-looking statements. We intend that all forward-looking statements be subject to the safe-harbor provisions of the PSLRA.
CONTACT: Getting Ready Corporation
Glenn L. Halpryn, President
(305) 573-4112