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R/S "tainted history" article
Posted on Mon, Mar. 20, 2006
Page's brother uses tactic with tainted history
By Mike Langberg Mercury News. CA
Carl Page became an Internet success story before his younger brother, billionaire Google co-founder Larry Page.
Which makes it surprising that Carl Page and his colleagues have just raised money for their newest company with a financing tactic tainted by a long history of scams.
Handheld Entertainment of San Francisco, which makes a portable device for playing digital audio and video, was co-founded -- and funded -- three years ago by Carl Page. Earlier this month, the company raised $7.6 million by going public through a reverse merger.
Instead of slogging through the lengthy process of a conventional initial public stock offering, or IPO, Handheld purchased a dormant or ``shell'' public company and merged into it.
Such reverse mergers are quick and inexpensive, but lack careful scrutiny from investment banks as well as some of the regulatory oversight of a conventional IPO.
Until a crackdown by the Securities and Exchange Commission two years ago, oversight was so lax that reverse mergers were a favorite tool of ``pump and dump'' con artists.
The con artists would take control of a private company of dubious value on the cheap, take it public through a reverse merger into a shell that they acquire, and then sell stock to gullible investors. Many of these companies collapsed once the con artists sold all the stock.
However, the SEC clean-up is now luring some established and legitimate businesses -- such as Handheld -- to consider reverse mergers, even though the bad smell is far from dissipated.
An academic study in the December issue of the Journal of Corporate Finance showed just how risky reverse mergers, also known as reverse takeovers, can be for investors: The authors reviewed 121 reverse mergers from 1987 to 2001 and found 54 percent failed within two years.
``Over half of reverse takeovers end in delisting or bankruptcy,'' the study concluded.
Such deals, the study's authors said, ``tend to be speculative in nature and fail to generate long-term wealth gains.''
Jeff Oscodar, Handheld's chief executive officer, conceded during an interview last week that, ``Historically, there has been a taint'' surrounding reverse mergers. ``But,'' he added, ``the taint curve is coming down.''
That may be true, although it seems unlikely Handheld could have raised money through a regular IPO.
The company is a mouse going up against a lion. Its hugely ambitious plan is to grab a chunk of the downloadable digital music and video market from Apple, which has a virtual lock on the world's ear canals with its phenomenally popular iPods and the iTunes Music Store.
Handheld introduced its first product, a portable player called the Zvue, in late 2003.
Wal-Mart agreed to carry Zvue last year. But sales were under 20,000 units for the first nine months of 2005, the most recent period reported by Handheld. The company lost $2.3 million on sales of just $937,100 in those nine months -- hardly a shining performance after more than two years in one of the fastest-growing areas of consumer electronics.
Apple, by comparison, is now selling about 150,000 iPods a day.
Handheld is hoping for a turnaround by introducing a new generation of products, due later this year, with bigger color screens at prices below equivalent iPods.
The reverse merger gave Handheld the opportunity to finance its turnaround plan, in this case by selling shares to private investment funds that specialize in small public companies. These investors got their shares just before the start of public trading.
``They're excited to get into this deal that had a kind of Silicon Valley, venture capital spin to it,'' Oscodar said.
Certainly, Carl Page knows about start-ups with spin.
In 1997, he co-founded eGroups in San Francisco, at about the same time his brother was launching Google in his Stanford University dorm room with partner Sergey Brin.
EGroups was sold to Yahoo in 2000 for $420 million worth of Yahoo stock.
According to several accounts of Google's early days, Larry and Carl inspired each other and often turned to each other for advice. They even shared a venture capitalist -- Michael Moritz of Sequoia Capital in Menlo Park provided early funding and took board seats at both eGroups and Google.
Larry, who turns 33 on Sunday, and Carl, 41, have also invested together in Nanosolar, a private company in Palo Alto working on ultra-efficient solar panels for generating electricity.
Carl Page, whose title at Handheld is chief technology officer, provided most of the company's funding prior to this month's reverse merger -- a total of $3.7 million. He is now the largest shareholder of the newly public company, with a 23 percent stake.
``I was extremely skeptical at first,'' Carl Page said last week of the reverse merger. ``We had a bunch of other good options on the table.''
But he became convinced it could work if Handheld avoided any impropriety. And, as far as I can tell, there are none of the red flags in Handheld's offering that flutter around illegitimate reverse mergers.
At the same time, it's worth noting that the private investors in Handheld got their shares at $2 each. The stock started trading March 6 at $5 on Nasdaq's over-the-counter market, and closed Friday at $6.55 a share.
Public investors buying Handheld now, in other words, are paying more than triple what private investors were asked to fork over less than a month ago. And it's for a company that took a shortcut in going public.
CNBC covering flu now 2:50pm EST eom
HEB $3.38 booster improves Tamiflu @100X
Hemispherx Biopharma's Ampligen Boosts Tamiflu Potency
Peter Kang, 02.16.06, 9:02 AM ET Forbes.com
Hemispherx Biopharma announced today its experimental immune system booster Ampligen can enhance the effects of the avian influenza drug Tamiflu by a factor of up to 100.
Preclinical studies indicated that Tamiflu, when combined with Ampligen, achieved full inhibition of the H5N1 virus using just 1% to 2% of the Tamiflu needed to combat the virus on its own.
The tiny Philadelphia-based biotech presented the findings on Thursday in Washington, D.C., at a biodefense conference hosted by the American Society for Microbiology.
Tamiflu, an antiviral drug developed by Gilead Sciences (nasdaq: GILD - news - people ) and marketed by Roche, has been the most widely stockpiled drug by governments worldwide and is the current standard of care for avian bird flu. GlaxoSmithKline (nyse: GSK - news - people ) also markets a similar drug known as Relenza.
Hemispherx (amex: HEB - news - people ) also reported the potency of Relenza was increased by 500 times in lab experiments.
Health experts have voiced concerns in recent months regarding a potential Tamiflu shortage as well the chance the virus could mutate into other drug-resistant strains.
According to the preclinical data, Ampligen addresses both of these issues, at least in a laboratory setting.
"You can stretch a supply and, alternatively, if you're dealing with a resistant population, you wouldn't reduce the dosage so the effect would be much higher without the side effects of Tamiflu at high doses," said William Carter, chairman and chief executive of Hemispherx, in an interview.
In addition, Carter believes that a drug cocktail of Tamiflu and Ampligen would be able to overcome drug resistance in patients, based on studies in animals.
"The mutation of this virus, as it is spreads, is certainly mandating a need to build up a larger base of drugs," he added.
Although Ampligen is in early-stage development for avian flu, Hemispherx said it plans to file a new drug application with the U.S. Food and Drug Administration for the treatment of chronic fatigue syndrome in the third quarter of this year.
Griffin Securities, the lone research firm covering Hemispherx, wrote in a report last November that Ampligen is a "promising long-term solution for the avian challenge."
Recently, a team of scientists from the World Health Organization arrived in Nigeria after reports of a "highly pathogenic" bird-flu outbreak surfaced Feb. 6, the agency said.
So far, 169 humans have been infected with the H5N1 bird flu virus as of Feb. 13, according to WHO, with 91 deaths.
PHBT 3s down & dirty eom
RSHN .0031 eom
Pump Don't Work Vandals Handle LOL eom
Mugs SmallCapCenter TV story 1:09pm eom
Prob need 3s to get Sell 2 eom
1Bil+ No Fill Sell at 2 for 1M eom
hvy Green Vols Scott 0X5000 eom
Yeah Sub-marine lol go .0005 eom
.000000 = .01 on the Dollar eom
Is this a disabled stock; can't get out of own way?
BPWW $1M initial Taiwan contract
BPWW Big Apple Worldwide Announces Letter of Intent to Supply Three Custom Wallcovering Collections
Market Wire - March 9, 2006 8:00 AM (EDT)
NEW YORK, NY, Mar 09, 2006 (MARKET WIRE via COMTEX) -- Big Apple Worldwide, Inc. (OTC: BPWW) announced today that their wholly owned subsidiary, Big Apple Wallcovering, Inc., has received a letter of intent from ATT-ROTEX for the purchase of 3 custom collections of wallcovering. The initial order is expected to include inventory for stock and sample books and could possibly exceed $1 Million USD.
ATT-ROTEX is a wallcovering company in Taiwan, which has been supplying high quality products for more than 25 years. They are also the exclusive agents for many famous brands of wallcovering in Taiwan. ATT-ROTEX currently distributes to over 20 wholesalers and 300 customers throughout Asia.
"We are confident that this line of wallcovering will create a steady stream of stock replenishment orders for Big Apple Worldwide. The company believes that this relationship will continue for many years and create more opportunities for us to become an international force," stated Bill Byron, Vice President of Big Apple Wallcovering, Inc.
About Big Apple Worldwide, Inc.
Big Apple Wallcovering Inc., wholly owned subsidiary of Big Apple Worldwide, has inspired the A & D community with cutting-edge design and the manufacturing of architectural Wallcovering and fabrics for hospitality, private offices and commercial interiors. The Company's reputation for design and craftsmanship continues to enhance interiors with an elegant and intelligent portfolio of products.
Safe Harbor Act: This release includes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that involves risks and uncertainties including, but not limited to, the impact of competitive products, the ability to meet customer demand, the ability to manage growth, acquisitions of technology, equipment, or human resources, the effect of economic business conditions, and the ability to attract and retain skilled personnel. The Company is not obligated to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release.
Contact:
For more information visit
http://www.bigappleworldwide.com
or contact:
INVESTOR RELATIONS
1 866 THE APPL(E)
SOURCE: Big Apple Worldwide, Inc.
http://www.bigappleworldwide.com
BPWW $1M contract thx PRRM!
BPWW Big Apple Worldwide Announces Letter of Intent to Supply Three Custom Wallcovering Collections
Market Wire - March 9, 2006 8:00 AM (EDT)
NEW YORK, NY, Mar 09, 2006 (MARKET WIRE via COMTEX) -- Big Apple Worldwide, Inc. (OTC: BPWW) announced today that their wholly owned subsidiary, Big Apple Wallcovering, Inc., has received a letter of intent from ATT-ROTEX for the purchase of 3 custom collections of wallcovering. The initial order is expected to include inventory for stock and sample books and could possibly exceed $1 Million USD.
ATT-ROTEX is a wallcovering company in Taiwan, which has been supplying high quality products for more than 25 years. They are also the exclusive agents for many famous brands of wallcovering in Taiwan. ATT-ROTEX currently distributes to over 20 wholesalers and 300 customers throughout Asia.
"We are confident that this line of wallcovering will create a steady stream of stock replenishment orders for Big Apple Worldwide. The company believes that this relationship will continue for many years and create more opportunities for us to become an international force," stated Bill Byron, Vice President of Big Apple Wallcovering, Inc.
About Big Apple Worldwide, Inc.
Big Apple Wallcovering Inc., wholly owned subsidiary of Big Apple Worldwide, has inspired the A & D community with cutting-edge design and the manufacturing of architectural Wallcovering and fabrics for hospitality, private offices and commercial interiors. The Company's reputation for design and craftsmanship continues to enhance interiors with an elegant and intelligent portfolio of products.
Safe Harbor Act: This release includes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that involves risks and uncertainties including, but not limited to, the impact of competitive products, the ability to meet customer demand, the ability to manage growth, acquisitions of technology, equipment, or human resources, the effect of economic business conditions, and the ability to attract and retain skilled personnel. The Company is not obligated to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release.
Contact:
For more information visit
http://www.bigappleworldwide.com
or contact:
INVESTOR RELATIONS
1 866 THE APPL(E)
SOURCE: Big Apple Worldwide, Inc.
http://www.bigappleworldwide.com
Brits do BoIP RT TV on Net
MGWB - Magicweb Successfully Demonstrates Internet Broadcasting at the IPTV World Forum in London, England
Monday March 6, 1:45 pm ET
http://www.iptv-forum.com/2006/content/view/87/32/
MASSAPEQUA, NY--(MARKET WIRE)--Mar 6, 2006 -- Magicweb, Inc. (Other OTC:MGWB.PK - News) a Silver sponsor of the London IPTV World Forum http://www.iptv-forum.com/2006/ wowed the audience at the Olympia Exhibition Center with demonstrations of a real time TV broadcast over the Internet.
"We showed the world that with the EnterVision(TM) Broadcasting system, we are able to broadcast live, in real time, television quality broadcasts from London to the world," said Kevin McDonnell.
Kevin McDonnell, Director of Business Development, met with representatives from a variety of enterprises including broadcasters, cable TV companies and ISP providers. The enthusiasm for the Magicweb technology has been overwhelming.
"The real show stopper occurred when we demonstrated our broadcasting system. We showed why we are the only ones in the world who are able to truly broadcast and not stream over the Internet. With hundreds of the world's foremost executives from the broadcasting and Internet industries, we broadcast two simultaneous signals from our booth in London, England, to our server in North America and back to a 42" Plasma TV in the Olympia Exhibition center," said Kevin McDonnell.
For the most part, the audience was speechless. Never before has there been a successful, real time broadcast of TV over the Internet. It was stunning and it was the crowning jewel in a process that has taken nearly twelve years to accomplish. Magicweb is the patent pending owner and inventor of IPTV known as BoIP in both patent and copyright protected documents with the US government.
Other attendees of the event in London include Siemans, Cisco Systems and IBM. The four day forum is aimed directly at the industries supporting IPTV market growth; telcos, broadcasters, content providers, device manufacturers, technology providers, software providers, system integrators and broadband providers.
According to Herbert Becker, Company C.E.O., "We see the IPTV conference in London as a perfect venue to showcase our advanced technology. Whenever people have viewed our broadcasts in operation, they are left breathless, there simply is nothing else like it in the industry."
The EnterVision(TM) system is a software copyright, patent pending broadcasting system that has been developed to replace satellite transmissions of video. The system is designed to seamlessly transmit video from the content producer to home television either through a cable TV provider or directly via set-top box. Cost savings and clarity versus satellite transmissions is substantial.
Other benefits of the system is the ability to broadcast, in real time, into any Java(TM) ready device without the need of a player or special software making streaming media obsolete.
Except for historical matters contained herein, the matters discussed in this press release are forward looking and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that these forward-looking statements reflect numerous assumptions and involve risks and uncertainties that may affect Magicweb, Inc. and its subsidiary businesses and prospects and cause actual results to differ materially from these forward-looking statements. Among the factors that could cause actual results to differ are: Magicweb, Inc.'s operating history; competition; low barriers to entry; reliance on strategic relationships; rapid technological changes; inability to complete transactions on favorable terms; and those risks discussed in the Company's filings with PinkSheets.
Brits do BoIP RT TV on Net
MGWB - Magicweb Successfully Demonstrates Internet Broadcasting at the IPTV World Forum in London, England
Monday March 6, 1:45 pm ET
http://www.iptv-forum.com/2006/content/view/87/32/
MASSAPEQUA, NY--(MARKET WIRE)--Mar 6, 2006 -- Magicweb, Inc. (Other OTC:MGWB.PK - News) a Silver sponsor of the London IPTV World Forum http://www.iptv-forum.com/2006/ wowed the audience at the Olympia Exhibition Center with demonstrations of a real time TV broadcast over the Internet.
"We showed the world that with the EnterVision(TM) Broadcasting system, we are able to broadcast live, in real time, television quality broadcasts from London to the world," said Kevin McDonnell.
Kevin McDonnell, Director of Business Development, met with representatives from a variety of enterprises including broadcasters, cable TV companies and ISP providers. The enthusiasm for the Magicweb technology has been overwhelming.
"The real show stopper occurred when we demonstrated our broadcasting system. We showed why we are the only ones in the world who are able to truly broadcast and not stream over the Internet. With hundreds of the world's foremost executives from the broadcasting and Internet industries, we broadcast two simultaneous signals from our booth in London, England, to our server in North America and back to a 42" Plasma TV in the Olympia Exhibition center," said Kevin McDonnell.
For the most part, the audience was speechless. Never before has there been a successful, real time broadcast of TV over the Internet. It was stunning and it was the crowning jewel in a process that has taken nearly twelve years to accomplish. Magicweb is the patent pending owner and inventor of IPTV known as BoIP in both patent and copyright protected documents with the US government.
Other attendees of the event in London include Siemans, Cisco Systems and IBM. The four day forum is aimed directly at the industries supporting IPTV market growth; telcos, broadcasters, content providers, device manufacturers, technology providers, software providers, system integrators and broadband providers.
According to Herbert Becker, Company C.E.O., "We see the IPTV conference in London as a perfect venue to showcase our advanced technology. Whenever people have viewed our broadcasts in operation, they are left breathless, there simply is nothing else like it in the industry."
The EnterVision(TM) system is a software copyright, patent pending broadcasting system that has been developed to replace satellite transmissions of video. The system is designed to seamlessly transmit video from the content producer to home television either through a cable TV provider or directly via set-top box. Cost savings and clarity versus satellite transmissions is substantial.
Other benefits of the system is the ability to broadcast, in real time, into any Java(TM) ready device without the need of a player or special software making streaming media obsolete.
Except for historical matters contained herein, the matters discussed in this press release are forward looking and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that these forward-looking statements reflect numerous assumptions and involve risks and uncertainties that may affect Magicweb, Inc. and its subsidiary businesses and prospects and cause actual results to differ materially from these forward-looking statements. Among the factors that could cause actual results to differ are: Magicweb, Inc.'s operating history; competition; low barriers to entry; reliance on strategic relationships; rapid technological changes; inability to complete transactions on favorable terms; and those risks discussed in the Company's filings with PinkSheets.
JOKE or NO JOKE who cares eom
Making more in spin BPWW! eom
BPWW 2006 sales projections good
BPWW Big Apple Worldwide Announces Sales Expectations for 2006
Market Wire - March 2, 2006 8:08 AM (EDT)
NEW YORK, NY -- (MARKET WIRE) -- Mar 02, 2006 -- Big Apple Worldwide, Inc. (OTC: BPWW) announced today that their wholly owned subsidiary, Big Apple Wallcovering, Inc., recently released year end financials for 2005 and has projected positive growth for 2006. The Company currently possesses open orders and outstanding bids in excess of $500,000 and expects to surpass 2005 sales numbers within the first 60 days of 2006.
"The combination of our 'NO MORE BOOKS™' program and our strategy to not purchase stock inventory will save Big Apple Wallcovering millions of dollars over the next several years," stated Neal Jablon, President of Big Apple Worldwide.
Big Apple Wallcovering recently announced the retirement of 1 Billion Shares as part of an effort to increase shareholder value. The Company has also received several purchase orders from various hotels, including the Helmsley Park Lane and the new Hotel 1000.
About Big Apple Worldwide, Inc.:
Big Apple Wallcovering, a wholly owned subsidiary of Big Apple Worldwide, continues to revolutionize the industry through its 'NO MORE BOOKS™' campaign. Our 21st century state of the art marketing, allows Architects and Designers to view and sample products both through a high technology, interactive website and also through CDs.
Some More Money When? eom
Pretty much true, f1fans
Yup usually that's the case. In margin account I've seen
these show up right after midnight with Izone (AMTD) and be
trading that day. BTXI comes to mind after R/S.
Some brokers get the shares in @10am. Sometimes there's no trading that day until 11am.
I've seen one day wonder pops in a few of those because of a
share imbalance.
Some penny stocks can run for 3 days post R/S as the late buyers get their shares.
In an all cash account it can take T+3 at some brokers to
get the shares in & tradeable if bought this Monday, and
so forth back to last Thurs/Friday.
Watch if the PST Calif crowd comes in with Vol.
g/l Pray for a ADVC IVOC USXP CNES MM for fun play!
SEC Oks NYSE-Archipelago Merger
SEC Approves NYSE-Archipelago Merger
By AP Online
Last Update: 2/27/2006 8:29:00 PM Data provided by
WASHINGTON, Feb 27, 2006 (AP Online via COMTEX) -- Federal regulators on Monday approved the merger of the New York Stock Exchange with electronic rival Archipelago Holdings Inc., a market-shaping deal that will transform the 213-year-old Big Board into a for-profit company.
The Securities and Exchange Commission announced its approval of the $9 billion transaction, which will give the NYSE - already the world's biggest stock exchange - new, high-tech trading capabilities and an estimated 49 percent of the market in stock trading.
It was the final hurdle for the deal, which won approval late last year from the Justice Department, NYSE seat owners and Archipelago shareholders.
"The evolution of our major exchanges into for-profit, publicly traded companies that compete on a global basis will require increasingly vigorous and vigilant regulation," SEC Chairman Christopher Cox said in a statement. "The (SEC) has worked with the NYSE ... to adopt changes in the proposed regulatory structure for the combined entity that will increase the independence of regulation and oversight."
Revelations of allegedly widespread violations by trading firms at the NYSE, along with a scandal in late 2003 over the $188 million pay package of its former chairman Richard Grasso, called into question the long-established system of self-regulation by the exchanges - in which they are responsible for policing their traders and the SEC oversees the exchanges themselves.
Among the changes agreed to by the NYSE: a majority of members of the exchange's board has to be independent of management, and the board's committees - including those that set compensation for exchange officials - has to be fully comprised of independent members.
The NYSE, with its floor auction system of human traders, has been under heavy competitive pressure from all-electronic rival the Nasdaq Stock Market and other electronic trading platforms in the past decade. While the exchange prides itself on its auction system, which helps reduce price volatility, modern stock traders have been drawn to Nasdaq's transaction speeds - where a price difference of a penny can mean thousands of dollars made or lost.
Nasdaq bought Instinet Group Inc.'s electronic network last year for $1.88 billion.
The NYSE-Archipelago merger will create a new publicly held corporation, NYSE Group Inc., with the exchange and Archipelago becoming divisions of the company. The new stock will be listed on the NYSE as NYX one day after the deal closes.
The new company will have the capability to not only trade stocks listed at the NYSE, but also Nasdaq-listed and over-the-counter stocks through Archipelago's electronic trading system. The deal also increases the exchange's market share in exchange-traded funds and derivatives trading.
---
On the Net:
Securities and Exchange Commission: http://www.sec.gov
New York Stock Exchange: http://www.nyse.com
Nasdaq Stock Market: http://www.nasdaq.com
2/27/2006 IVOC 1-200 R/S iVoice Proxy
NOTICE OF 2005 ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON MARCH 31, 2006
NOTICE IS HEREBY GIVEN that the 2005 Annual Meeting of the shareholders of iVoice, Inc. ("iVoice" or the "Company")) is to be held on March 31, 2006, at the Holiday Inn, 290 Route 37 East, Toms River, New Jersey 08753 at 11:00 a.m., local time, for the following purposes:
1. To approve the grant of discretionary authority for the Board of Directors to declare a cash dividend to Class A Common Stock shareholders of $1.5 million.
2. To approve the grant of discretionary authority for the Board of Directors to effect the repurchase of sixty percent (60%) of the issued and outstanding Class B Common Stock shares for $1.5 million.
3.To approve the grant of discretionary authority for the Board of Directors to effect a 1 for 200 reverse split of the Class A Common Stock by amending the Certificate of Incorporation.
4. To consider and approve the authorization of 10 billion shares of Class A Common Stock
5. To consider and approve the authorization of 20 billion shares of Class A Common Stock
6. To approve the grant of discretionary authority for the Board of Directors to effect the buyback by the Company of the Class A Common Stock.
7. To elect Jerome Mahoney and Frank Esser to the Board of Directors.
8. To consider and approve the iVoice, Inc. 2005 Stock Incentive Plan (the "2005 Plan").
9. To ratify our Board of Directors' selection of Bagell Josephs Levine & Company, LLC to audit our financial statements for the fiscal year ending December 31, 2005.
10. To approve the grant of discretionary authority for the Board of Directors to file an amendment to our Certificate of Incorporation to change our name to ARX Emerge, Inc.
11. To transact such other business as may properly come before this 2005 Annual Meeting or any adjournment or postponement thereof.
The foregoing proposals are more fully described in the accompanying proxy statement.
The Board of Directors has fixed the close of business on February 17, 2006, as the record date for the determination of shareholders entitled to notice of and to vote at this 2005 Annual Meeting and at any adjournment or postponement thereof.
We are first mailing this proxy statement on or about February 24, 2006.
By Order of the Board of Directors Jerome Mahoney President and Chief Executive Officer Matawan, New Jersey
2/27/2006 CLN 1-15 R/S Celsion Corp
Celsion Announces 1-for-15 Reverse Stock Split; Stockholder-Approved Split Designed to Improve Capital Structure; Split-Adjusted Trading to Begin on February 28, 2006
E-mail or Print this story
27 February 2006, 4:28pm ET
COLUMBIA, Md.--(BUSINESS WIRE)--Feb. 27, 2006--Celsion Corporation (AMEX:CLN) today announced that its Board of Directors has authorized a one-for-fifteen reverse split of its common stock, which was approved by Celsion stockholders at the Annual Meeting of Stockholders on May 19, 2005. This reverse stock split is being executed as part of Celsion's strategy to become a fully integrated drug development company. The reverse stock split will be effective on February 28, 2006, when Celsion's common stock will begin trading at the split-adjusted level.
Dr. Lawrence Olanoff, Celsion's Chief Executive Officer said, "This action marks the completion of another milestone in Celsion's planned transformation from a medical device company into a fully integrated drug development company. We have demonstrated our ability to initiate and execute a development program for our heat activated liposomal doxorubicin drug, ThermoDox(TM), including starting human clinical studies in two cancer indications and the recruitment of an experienced drug development management team. However, we believe that these achievements as well as the successful commercialization of our Prolieve Thermodilatation(R) system and the funding of the ThermoDox development program are not reflected in our current valuation. Our current capital structure, as a result of multiple past equity raises, has become an effective barrier to new investors. We are confident that this reorganization of our capital structure will provide increased interest for institutional and new investors, improve stock liquidity, reduce administrative costs, and ultimately benefit our current stockholders."
The number of shares of Celsion common stock issued and outstanding will be reduced from approximately 161,900,000 shares as of February 27, 2006, to approximately 10,727,000 shares post-split. The number of shares reserved for issuance under the Employee Stock Plan will also be reduced proportionately. No fractional shares will be issued in connection with the reverse stock split. Shareholders who would be entitled to fractional shares will receive cash payments in lieu of receiving fractional shares. Celsion's transfer agent will contact stockholders of record after February 28 to arrange for the exchange of stock certificates; however, one may sell shares without having exchanged the pre-split certificate.
ABOUT CELSION: Celsion Corporation, based in Columbia, Maryland, is a biotechnology company dedicated to the development and commercialization of heat activated treatment systems for cancer.
Celsion has research, license or commercialization agreements with leading institutions such as the National Institute of Health, Duke University Medical Center, Massachusetts Institute of Technology, Harbor UCLA Medical Center, Montefiore Medical Center and Memorial Sloan-Kettering Cancer Center in New York City, Roswell Park Cancer Institute in Buffalo, New York, and Duke University. For more information on Celsion, visit our website: www.celsion.com .
Ant&Sons on USXP INFO etc
Rem that SEC is still pending with some charges about USXP
and USXP responded in kind against them. That takes a real
serious set.
Short article covers P&D power of TheStockster picks.
Just be sure the last chair ain't leaving you on the floor!
Scroll down at site. Has RSS now.
http://www.antandsons.com/blogger.html
This blog contains alerts that highlight stocks on the move, discuss market trends, strategies and current events of the financial markets with no bias, no agenda, no talking points, just the facts.
February 24, 2006
Universal Express Skepticism Grows as Investors Eye Navstar Deal
USTT = USAT had RS 1:100 2/17
Been watching this one for awhile. Thx for the S-1
Outstanding Shares: 4,539,607 as of 2006-02-17
Estimated Market Cap: 49.935M as of 2006-02-22 (based on Outstanding Shares as of 2006-02-17)
Current Capital Change:
shs decreased by 1 for 100 split
Ex-Date:
Record Date:
Pay Date: 2006-02-17
ha Got ADVC on the brain! sorryo eom
ADVC to have Record Revs
Advanced Communications Expects Revenue to Hit a Record $10 Million for Fiscal 2006; Subsidiary Cyber-Test Reports Exceptionally High Revenue of $900,000 for January
02/23/2006 08:30
Advanced Communications Technologies, Inc. (OTC Bulletin Board: ADVC), a New York-based holding company that specializes in the technology aftermarket service and supply chain known as reverse logistics, announced today that its wholly-owned operating unit, Encompass Group Affiliates, Inc., expects to generate $10 million in revenue for fiscal 2006, a 33% increase as compared with $7,522,000 for fiscal 2005.
Encompass' subsidiary Cyber-Test, a Florida-based electronic equipment repair company, is a significant contributor to the substantial revenue projections, with one record breaking month after another over the company's past fiscal year including January, it's highest sales month yet. Cyber-Test reported $900,000 in revenue for January, compared with $676,000 for the same month in 2005, or a 33% increase. Earnings before interest, taxes, depreciation and amortization (EBITDA) for the month was an impressive $101,000 or 11% of sales, compared to EBITDA of $42,000 or 6% of sales in January 2005.
Wayne Danson, president and chief executive officer of Advanced Communications, said, "We are having a very full and productive year with expectations of $10 million in revenue for fiscal 2006. Cyber-Test generated $900,000 in sales last month and continues to show enormous growth potential. Its management team continuously demonstrates its ability to adapt to the ever changing consumer and office electronic technologies without sacrificing its reputation for professionalism and service excellence, a key element in our business strategy." Danson added, "As we previously shared, we have been working on various transactions that will significantly expand our business and we will disclose all details once we are permitted under SEC regulations."
Lisa Welton, president of Cyber-Test, said, "Our fiscal year-to-date sales are already in excess of $5.3 million." Welton explained, "We generated $900,000 in sales last month, making January by far our most successful revenue-producing month in the company's history. Our business is increasing, a result of the value that technology products have in the daily lives of our customers, and their need to protect the investment they have made in these products. Moreover, improvements to our processes and procurement of new and used parts have reduced our operating costs, and increased our margins."
Cyber-Test was recently awarded an exclusive national reverse logistics contract with Sling Media, Inc. (www.slingmedia.com), which the company announced earlier this month.
About Advanced Communications Technologies, Inc.
Advanced Communications Technologies is a New York-based public holding company specializing in the technology aftermarket service and supply chain, known as reverse logistics. Its wholly-owned subsidiary and principal operating unit, Encompass Group Affiliates, Inc. acquires and operates businesses that provide computer and electronics repair and end-of-lifecycle services and provides asset distribution and recovery services. Encompass owns Cyber-Test, Inc., an electronic equipment repair company based in Florida that provides board-level repair of technical products to third-party warranty companies, OEMs, national retailers and national office equipment dealers. Service options include advance exchange, depot repair, call center support, parts and warranty management for office equipment, fax machines, printers, scanners, laptop computers, monitors and multi-function units, including high-end consumer electronics such as PDAs and digital cameras. For more information, visit http://www.advancedcomtech.net, or Cyber-Test's website at http://www.equipfix.com
BTIB Bootie Beer Compliant GLUG LOL
Bottoms Up!
BTIBE BTIB Bootie Beer Corporation Common Stock Compliant
Thx Matt guess Login & Qt no matter
According to msg here, the iHub login & psd don't need to get set in Quotetracker (If QT even accepts them at all - I never set them myself).
Clever that Yahoo's User Page can take the iHub RSS too.
Hadn't thought of that. But my Yahpp page os pretty full
anyway. LOL Maybe worth a shot for awhile. If gets too busy then just drop it.
Interesting Matt, One can pipe IHUB directly into Quotetracker news reader and have multiple boards fed in with RSS, all interlaced with streaming news apparently... Haven't figured out how to make it log into IHUB so one can reply to the posts yet though, user id / password doesn't seem to work... Also looks like QT will only check every 10 minutes. Not sure if this is a useful feature for me or not, but nice to know it is there.
iHub RSS & Quotetracker need Login Psd?
Have added a chosen iHub board as a Favorite (meaning signed
up for it I guess). Am logged into iHub.
Question then isL when adding the RSS URL for the board
into Quotetracker's built in RSS reader there is an option
for Login & Password. Some sites require that. Does iHub?
For now I have QT set w/o any of those. Will I get feeds
from the boards w/o using login?
Thanks guys.
GNBT 1.80 birdy flu play today eom
WHAI BK to best maximize the return LOL
Press Release Source: World Health Alternatives, Inc.
World Health Alternatives, Inc. Files Voluntary Petition In Bankruptcy, Announces Sale of Substantially All Assets to Jackson Healthcare Staffing, LLC
Monday February 20, 10:29 pm ET
PITTSBURGH, Feb. 20 /PRNewswire-FirstCall/ -- World Health Alternatives, Inc. today announced it has filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code, along with its subsidiaries World Health Staffing, Inc., a California corporation, World Health Staffing, Inc., a Delaware corporation, f/k/a MedTech Medical Staffing of Orlando, Inc., Better Solutions, Inc., JC Nationwide, Inc. f/k/a MedTech Staffing of Boca Raton, Inc. d/b/a JCNationwide, MedTech Medical Staffing of New England, Inc., and MedTech Franchising, Inc. The Company and its subsidiaries filed petitions today in the U.S. Bankruptcy Court for the District of Delaware in Wilmington, Delaware to facilitate a sale of the Company and its subsidiaries.
World Health also announced that it had entered into a "stalking horse" agreement for the sale of substantially all of its assets and the assets of its subsidiaries to Jackson Healthcare Staffing, LLC, an affiliate of Jackson Healthcare Solutions, LLC, for a purchase price of approximately $43 million in cash plus the assumption of certain liabilities, including liabilities to retained employees and staffing professionals. A motion has been filed with the Bankruptcy Court seeking approval of bidding procedures and the sale of assets.
In connection with the Chapter 11 filings, the Company also announced that it has secured an approximately $37 million debtor-in-possession (DIP) financing facility from CapitalSource Finance, LLC. The Company anticipates that the DIP financing, together with its ongoing revenue stream, will be sufficient to fund its operations, including payment of employee wages and benefits, during the sale process.
"After careful consideration we concluded that a sale of the Company through a Chapter 11 auction process will best maximize the return for all stakeholders of the Company and is the best way for the Company to continue providing the level of service its customers expect," said Benjamin Jones, President and Restructuring Officer of the Company. The sale is expected to be consummated in six to eight weeks.
World Health Alternatives, Inc. (OTC Bulletin Board: WHAI - News) is a premier human resource firm offering specialized healthcare personnel for staffing and consulting needs in the healthcare industry. The Company places its experienced personnel on a project, temporary, permanent, or temporary-to- permanent basis. The Company is headquartered in Pittsburgh, PA, and provides services throughout the United States. Additional information about World Health can be found at the Company's website at http://www.whstaff.com. Additional information about Jackson Healthcare can be found at the following website: http://www.jacksonhealthcare.com.
Media Contact:
M. Benjamin Jones
President and Restructuring Officer
(412) 829-7800
Source: World Health Alternatives, Inc.
EAG mixed news (2)
News for 'EAG' - (*DJ Eagle Broadband's Managed Services Unit Secures Two New Contracts; Eagle Is Implementing Advanced IP Networks For Renaissance Healthcare And Harborwalk>EAG)
(MORE TO FOLLOW) Dow Jones Newswires
February 16, 2006 17:02 ET (22:02 GMT)
Copyright (c) 2006 Dow Jones & Company, Inc.- - 05 02 PM EST 02-16-06
--------
News for 'EAG' - (DJ Eagle Broadband Settles Tail Wind Fund Suit For $5M >EAG)
WASHINGTON (Dow Jones)--Eagle Broadband Inc. (EAG) disclosed Thursday that it agreed to settle a lawsuit filed by Tail Wind Fund Ltd. for $5 million.
The company said in a filing with the Securities and Exchange Commission that the settlement will be paid in a combination of cash, stock and convertible notes.
Eagle Broadband said that Tail Wind brought the lawsuit, claiming that it breached several agreements and sought damages of about $25 million.
Eagle Broadband, via its units, supplies broadband wired and wireless equipment services.
-By Kristina Henderson, Dow Jones Newswires; 202-862-1344; kristina.henderson@dowjones.com
(END) Dow Jones Newswires
February 16, 2006 18:11 ET (23:11 GMT)
Copyright (c) 2006 Dow Jones & Company, Inc.- - 06 11 PM EST 02-16-06
BPWW News Tom Jung Debuts With Big Apple Tribute
http://www.bigapplewallcovering.com/tom_jung_design.html
NEW YORK, NY -- (MARKET WIRE) -- 02/16/2006 -- Big Apple Worldwide, Inc. (OTC: BPWW) announced today that the first wallcovering mural from renowned San Francisco artist Tom Jung is available for sale. Mr. Jung is creating a unique line of fine commercial wallcoverings, murals, borders and fabrics exclusively for Big Apple Wallcoverings distribution worldwide.
"The inaugural mural is Tom's tribute to the people of New York City. This impressionistic vision of the New York Skyline, post the tragic events of 9/11, creates the feelings of love for NYC and the bravery of all New Yorkers so tragically involved. As a lifelong New Yorker I am overwhelmed with this wonderful tribute to the people and City of New York," stated Neal Jablon, President Big Apple Worldwide. Please view this new work for yourself on our website, www.bigapplewallcovering.com.
Highlighted Links
Big Apple Worldwide, Inc.
MacReport.Net
About Tom Jung:
Mr. Jung graduated from The Academy of Fine Arts, Florence, Italy. He began his extensive career designing custom fabrics for legendary haute couture designer Emilio Pucci. Tom is also a multiple award winner in the design of custom Hotel interiors and the custom accessories for these Hotels with emphasis on its logistics, profiles, ambiance and regional color palette.
About Big Apple Worldwide, Inc.:
Big Apple Wallcovering, a wholly owned subsidiary of Big Apple Worldwide, continues to revolutionize the industry through its "NO MORE BOOKS™" campaign. Our 21st century state of the art marketing, allows Architects and Designers to view and sample products both through a high technology, interactive website and also through CDs.
02/15/2006 IVOC 1-200 R/S & divy & more
iVoice Announces Proposed Special One-Time Cash Dividend of $1.5 Million Payable to Common Stock Shareholders, a Stock Buy-Back and a Reverse Stock Split; Fifth Dividend Declared in the Last 3 Years and the Sixth Dividend Announced to Date
via COMTEX
February 15, 2006 6:06 AM EST
MATAWAN, N.J., Feb 15, 2006 (BUSINESS WIRE) --
iVoice, Inc. (OTCBB: IVOC) announced today that its Board of Directors has proposed a special one-time cash dividend of $1.5 million payable on its outstanding shares of common stock, a stock buy-back program of the Company's Class A Common Stock of up to $1 million, a one-for-two hundred reverse stock split and other proposals as set forth in the Company's Definitive Proxy Statement to be filed with the Securities and Exchange Commission. This one time cash dividend equals over 20% of the Company's current stock price as quoted on the OTC Bulletin Board. These proposals, in addition to several other proposals, are subject to shareholders' approval at the Company's 2005 Annual Meeting of Shareholders scheduled for March 31, 2006 and thereafter may be implemented at the discretion of the Board of Directors. All matters to be considered by iVoice shareholders are subject to the approvals, terms and conditions as set forth in the Company's Definitive Proxy Statement that will be filed with the Securities and Exchange Commission and will appear on the Commission's website at: www.sec.gov. All shareholders of record on February 17, 2006, will be permitted to vote at the meeting either in person or via proxy.
Jerry Mahoney, President and CEO of iVoice, remarked, "The strength of our current balance sheet and our confidence in the future prospects for iVoice prompted the Board of Directors to declare the special one-time cash dividend. We are delighted to be able to reward our shareholders in this fashion and remain committed to delivering long-term shareholder value.
Mr. Mahoney added "The Company is undergoing a transformation, reflecting general market conditions and is undergoing a restructuring that is intended to position the Company for growth. The Board of Directors deems a reverse stock split as an essential initiative for the long-term health of the Company and its shareholders by enhancing the acceptability of the Class A Common Stock by the financial community and investing public. The reduction in the number of issued and outstanding shares of Class A Common Stock caused by the reverse stock split is anticipated to increase the market price of the Class A Common Stock." (See "Certain Risks Associated with the Reverse Stock Split" described in the Definitive Proxy Statement)
This is fifth dividend declared in the last 3 years and the sixth dividend announced to date. We have taken major steps to restructure our company in ways that we believe will be most favorable to shareholders with the spin-off and/or distribution of the stock of five separate companies. The five companies are:
Trey Resources, Inc.
The common stock of Trey Resources, previously a wholly owned subsidiary, was distributed to iVoice shareholders in February 2004. Since that time, Trey has acquired two companies, hired the management of a third company, and grown from no sales to revenues at a current operating rate of nearly $4 million per annum.
iVoice Technology, Inc.
On Sept. 7, 2004, we announced the anticipated distribution to the Company's shareholders of this wholly owned subsidiary, iVoice Technology, Inc. The common stock iVoice Technology was distributed to shareholders of iVoice in August 2005.
Deep Field Technologies, Inc.
On Sept. 13, 2004, iVoice announced that it intended to distribute to the Company's shareholders, the common stock of its wholly owned subsidiary, Deep Field Technologies, Inc. The common stock of Deep Field Technologies was distributed to shareholders of iVoice in August 2005.
SpeechSwitch, Inc.
On November 5, 2004, announced that it intended to distribute to the Company's shareholders the common stock of its wholly owned subsidiary, SpeechSwitch, Inc., in order to pursue a strategy designed to unlock the value in the Company's speech-recognition software. The common stock of SpeechSwitch was distributed to shareholders of iVoice in August 2005.
Corporate Strategies, Inc.,
On Sept. 15, 2004, iVoice announced that it intended to distribute to its shareholders 5 million Class A common stock shares of Corporate Strategies, Inc. Corporate Strategies has filed a registration statement with the SEC and this distribution will be completed when the registration statement is declared effective by the SEC.
Mr. Mahoney added: "The Company will continue to seek acquisitions that offer excellent growth potential, that are in viable and stable market segments and that have management teams committed to success. With over $11.0 million in cash on our balance sheet, we believe we have the financial resources to move forward on this front."
About iVoice, Inc.
iVoice has determined that the best way to create shareholder value, separate and apart from the operating performance of iVoice, is to implement new business opportunities by distributing shares of spin-offs to the Company's shareholders. The common stock distributions are part of a broader strategy relating to the transition of iVoice into a company focused on the development and licensing of proprietary technologies. We also continue to search for potential merger candidates with or without compatible technology and products, which management feels may offer long term growth prospects to increase shareholder value. For more information, contact CEO Jerry Mahoney at (732) 441 7700 or by e-mail at jerrym@ivoice.com.
Certain information included in this press release, may contain forward-looking statements about our current and expected performance trends, growth plans, business goals and other matters. These statements may be contained in our filings with the Securities and Exchange Commission, in our press releases, in other written communications, and in oral statements made by or with the approval of one of our authorized officers. Information set forth in this press release contains various "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. The Private Securities Litigation Reform Act of 1995 (the "Act") provides certain "safe harbor" provisions for forward-looking statements. The reader is cautioned that such forward-looking statements are based on information available at the time and/or management's good faith belief with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Factors that could cause or contribute to such differences include, but are not limited to those risk factors that are set forth in the section entitled "Forward Looking Statements - Cautionary Factors" in the Company's Form 10-KSB for fiscal year ended December 31, 2004 and other filings with the Securities and Exchange Commission from time to time. Forward-looking statements speak only as of the date the statement was made. We assume no obligation to update forward-looking information to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information. Forward-looking statements are typically identified by the use of terms such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "might," "plan," "predict," "project," "should," "will," and similar words, although some forward-looking statements are expressed differently. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.
For more information on iVoice, please visit http://www.ivoice.com
SOURCE: iVoice, Inc.
iVoice, Inc. Dolores Serafin, 732-441-7700 Just say "Investor Relations" investors@ivoice.com http://www.ivoice.com
Copyright Business Wire 2006
02/15/2006 IVOC 1-200 R/S & divy & more
iVoice Announces Proposed Special One-Time Cash Dividend of $1.5 Million Payable to Common Stock Shareholders, a Stock Buy-Back and a Reverse Stock Split; Fifth Dividend Declared in the Last 3 Years and the Sixth Dividend Announced to Date
via COMTEX
February 15, 2006 6:06 AM EST
MATAWAN, N.J., Feb 15, 2006 (BUSINESS WIRE) --
iVoice, Inc. (OTCBB: IVOC) announced today that its Board of Directors has proposed a special one-time cash dividend of $1.5 million payable on its outstanding shares of common stock, a stock buy-back program of the Company's Class A Common Stock of up to $1 million, a one-for-two hundred reverse stock split and other proposals as set forth in the Company's Definitive Proxy Statement to be filed with the Securities and Exchange Commission. This one time cash dividend equals over 20% of the Company's current stock price as quoted on the OTC Bulletin Board. These proposals, in addition to several other proposals, are subject to shareholders' approval at the Company's 2005 Annual Meeting of Shareholders scheduled for March 31, 2006 and thereafter may be implemented at the discretion of the Board of Directors. All matters to be considered by iVoice shareholders are subject to the approvals, terms and conditions as set forth in the Company's Definitive Proxy Statement that will be filed with the Securities and Exchange Commission and will appear on the Commission's website at: www.sec.gov. All shareholders of record on February 17, 2006, will be permitted to vote at the meeting either in person or via proxy.
Jerry Mahoney, President and CEO of iVoice, remarked, "The strength of our current balance sheet and our confidence in the future prospects for iVoice prompted the Board of Directors to declare the special one-time cash dividend. We are delighted to be able to reward our shareholders in this fashion and remain committed to delivering long-term shareholder value.
Mr. Mahoney added "The Company is undergoing a transformation, reflecting general market conditions and is undergoing a restructuring that is intended to position the Company for growth. The Board of Directors deems a reverse stock split as an essential initiative for the long-term health of the Company and its shareholders by enhancing the acceptability of the Class A Common Stock by the financial community and investing public. The reduction in the number of issued and outstanding shares of Class A Common Stock caused by the reverse stock split is anticipated to increase the market price of the Class A Common Stock." (See "Certain Risks Associated with the Reverse Stock Split" described in the Definitive Proxy Statement)
This is fifth dividend declared in the last 3 years and the sixth dividend announced to date. We have taken major steps to restructure our company in ways that we believe will be most favorable to shareholders with the spin-off and/or distribution of the stock of five separate companies. The five companies are:
Trey Resources, Inc.
The common stock of Trey Resources, previously a wholly owned subsidiary, was distributed to iVoice shareholders in February 2004. Since that time, Trey has acquired two companies, hired the management of a third company, and grown from no sales to revenues at a current operating rate of nearly $4 million per annum.
iVoice Technology, Inc.
On Sept. 7, 2004, we announced the anticipated distribution to the Company's shareholders of this wholly owned subsidiary, iVoice Technology, Inc. The common stock iVoice Technology was distributed to shareholders of iVoice in August 2005.
Deep Field Technologies, Inc.
On Sept. 13, 2004, iVoice announced that it intended to distribute to the Company's shareholders, the common stock of its wholly owned subsidiary, Deep Field Technologies, Inc. The common stock of Deep Field Technologies was distributed to shareholders of iVoice in August 2005.
SpeechSwitch, Inc.
On November 5, 2004, announced that it intended to distribute to the Company's shareholders the common stock of its wholly owned subsidiary, SpeechSwitch, Inc., in order to pursue a strategy designed to unlock the value in the Company's speech-recognition software. The common stock of SpeechSwitch was distributed to shareholders of iVoice in August 2005.
Corporate Strategies, Inc.,
On Sept. 15, 2004, iVoice announced that it intended to distribute to its shareholders 5 million Class A common stock shares of Corporate Strategies, Inc. Corporate Strategies has filed a registration statement with the SEC and this distribution will be completed when the registration statement is declared effective by the SEC.
Mr. Mahoney added: "The Company will continue to seek acquisitions that offer excellent growth potential, that are in viable and stable market segments and that have management teams committed to success. With over $11.0 million in cash on our balance sheet, we believe we have the financial resources to move forward on this front."
About iVoice, Inc.
iVoice has determined that the best way to create shareholder value, separate and apart from the operating performance of iVoice, is to implement new business opportunities by distributing shares of spin-offs to the Company's shareholders. The common stock distributions are part of a broader strategy relating to the transition of iVoice into a company focused on the development and licensing of proprietary technologies. We also continue to search for potential merger candidates with or without compatible technology and products, which management feels may offer long term growth prospects to increase shareholder value. For more information, contact CEO Jerry Mahoney at (732) 441 7700 or by e-mail at jerrym@ivoice.com.
Certain information included in this press release, may contain forward-looking statements about our current and expected performance trends, growth plans, business goals and other matters. These statements may be contained in our filings with the Securities and Exchange Commission, in our press releases, in other written communications, and in oral statements made by or with the approval of one of our authorized officers. Information set forth in this press release contains various "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. The Private Securities Litigation Reform Act of 1995 (the "Act") provides certain "safe harbor" provisions for forward-looking statements. The reader is cautioned that such forward-looking statements are based on information available at the time and/or management's good faith belief with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Factors that could cause or contribute to such differences include, but are not limited to those risk factors that are set forth in the section entitled "Forward Looking Statements - Cautionary Factors" in the Company's Form 10-KSB for fiscal year ended December 31, 2004 and other filings with the Securities and Exchange Commission from time to time. Forward-looking statements speak only as of the date the statement was made. We assume no obligation to update forward-looking information to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information. Forward-looking statements are typically identified by the use of terms such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "might," "plan," "predict," "project," "should," "will," and similar words, although some forward-looking statements are expressed differently. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.
For more information on iVoice, please visit http://www.ivoice.com
SOURCE: iVoice, Inc.
iVoice, Inc. Dolores Serafin, 732-441-7700 Just say "Investor Relations" investors@ivoice.com http://www.ivoice.com
Copyright Business Wire 2006
02/15/2006 IVOC 1-200 R/S & divy & more
iVoice Announces Proposed Special One-Time Cash Dividend of $1.5 Million Payable to Common Stock Shareholders, a Stock Buy-Back and a Reverse Stock Split; Fifth Dividend Declared in the Last 3 Years and the Sixth Dividend Announced to Date
via COMTEX
February 15, 2006 6:06 AM EST
MATAWAN, N.J., Feb 15, 2006 (BUSINESS WIRE) --
iVoice, Inc. (OTCBB: IVOC) announced today that its Board of Directors has proposed a special one-time cash dividend of $1.5 million payable on its outstanding shares of common stock, a stock buy-back program of the Company's Class A Common Stock of up to $1 million, a one-for-two hundred reverse stock split and other proposals as set forth in the Company's Definitive Proxy Statement to be filed with the Securities and Exchange Commission. This one time cash dividend equals over 20% of the Company's current stock price as quoted on the OTC Bulletin Board. These proposals, in addition to several other proposals, are subject to shareholders' approval at the Company's 2005 Annual Meeting of Shareholders scheduled for March 31, 2006 and thereafter may be implemented at the discretion of the Board of Directors. All matters to be considered by iVoice shareholders are subject to the approvals, terms and conditions as set forth in the Company's Definitive Proxy Statement that will be filed with the Securities and Exchange Commission and will appear on the Commission's website at: www.sec.gov. All shareholders of record on February 17, 2006, will be permitted to vote at the meeting either in person or via proxy.
Jerry Mahoney, President and CEO of iVoice, remarked, "The strength of our current balance sheet and our confidence in the future prospects for iVoice prompted the Board of Directors to declare the special one-time cash dividend. We are delighted to be able to reward our shareholders in this fashion and remain committed to delivering long-term shareholder value.
Mr. Mahoney added "The Company is undergoing a transformation, reflecting general market conditions and is undergoing a restructuring that is intended to position the Company for growth. The Board of Directors deems a reverse stock split as an essential initiative for the long-term health of the Company and its shareholders by enhancing the acceptability of the Class A Common Stock by the financial community and investing public. The reduction in the number of issued and outstanding shares of Class A Common Stock caused by the reverse stock split is anticipated to increase the market price of the Class A Common Stock." (See "Certain Risks Associated with the Reverse Stock Split" described in the Definitive Proxy Statement)
This is fifth dividend declared in the last 3 years and the sixth dividend announced to date. We have taken major steps to restructure our company in ways that we believe will be most favorable to shareholders with the spin-off and/or distribution of the stock of five separate companies. The five companies are:
Trey Resources, Inc.
The common stock of Trey Resources, previously a wholly owned subsidiary, was distributed to iVoice shareholders in February 2004. Since that time, Trey has acquired two companies, hired the management of a third company, and grown from no sales to revenues at a current operating rate of nearly $4 million per annum.
iVoice Technology, Inc.
On Sept. 7, 2004, we announced the anticipated distribution to the Company's shareholders of this wholly owned subsidiary, iVoice Technology, Inc. The common stock iVoice Technology was distributed to shareholders of iVoice in August 2005.
Deep Field Technologies, Inc.
On Sept. 13, 2004, iVoice announced that it intended to distribute to the Company's shareholders, the common stock of its wholly owned subsidiary, Deep Field Technologies, Inc. The common stock of Deep Field Technologies was distributed to shareholders of iVoice in August 2005.
SpeechSwitch, Inc.
On November 5, 2004, announced that it intended to distribute to the Company's shareholders the common stock of its wholly owned subsidiary, SpeechSwitch, Inc., in order to pursue a strategy designed to unlock the value in the Company's speech-recognition software. The common stock of SpeechSwitch was distributed to shareholders of iVoice in August 2005.
Corporate Strategies, Inc.,
On Sept. 15, 2004, iVoice announced that it intended to distribute to its shareholders 5 million Class A common stock shares of Corporate Strategies, Inc. Corporate Strategies has filed a registration statement with the SEC and this distribution will be completed when the registration statement is declared effective by the SEC.
Mr. Mahoney added: "The Company will continue to seek acquisitions that offer excellent growth potential, that are in viable and stable market segments and that have management teams committed to success. With over $11.0 million in cash on our balance sheet, we believe we have the financial resources to move forward on this front."
About iVoice, Inc.
iVoice has determined that the best way to create shareholder value, separate and apart from the operating performance of iVoice, is to implement new business opportunities by distributing shares of spin-offs to the Company's shareholders. The common stock distributions are part of a broader strategy relating to the transition of iVoice into a company focused on the development and licensing of proprietary technologies. We also continue to search for potential merger candidates with or without compatible technology and products, which management feels may offer long term growth prospects to increase shareholder value. For more information, contact CEO Jerry Mahoney at (732) 441 7700 or by e-mail at jerrym@ivoice.com.
Certain information included in this press release, may contain forward-looking statements about our current and expected performance trends, growth plans, business goals and other matters. These statements may be contained in our filings with the Securities and Exchange Commission, in our press releases, in other written communications, and in oral statements made by or with the approval of one of our authorized officers. Information set forth in this press release contains various "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. The Private Securities Litigation Reform Act of 1995 (the "Act") provides certain "safe harbor" provisions for forward-looking statements. The reader is cautioned that such forward-looking statements are based on information available at the time and/or management's good faith belief with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. Factors that could cause or contribute to such differences include, but are not limited to those risk factors that are set forth in the section entitled "Forward Looking Statements - Cautionary Factors" in the Company's Form 10-KSB for fiscal year ended December 31, 2004 and other filings with the Securities and Exchange Commission from time to time. Forward-looking statements speak only as of the date the statement was made. We assume no obligation to update forward-looking information to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information. Forward-looking statements are typically identified by the use of terms such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "might," "plan," "predict," "project," "should," "will," and similar words, although some forward-looking statements are expressed differently. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.
For more information on iVoice, please visit http://www.ivoice.com
SOURCE: iVoice, Inc.
iVoice, Inc. Dolores Serafin, 732-441-7700 Just say "Investor Relations" investors@ivoice.com http://www.ivoice.com
Copyright Business Wire 2006
no 2s til expect 3s eom