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fed cuts .50%
RPDI Rapid Fitness, Inc. Announces Merger and Nine Figure Capital Contribution
FT. LAUDERDALE, FL, Sep 18, 2007 (MARKET WIRE via COMTEX) -- Rapid Fitness, Inc.
(PINKSHEETS: RPDI), a publicly traded company currently on the Over the Counter,
announces Merger/Capital Contribution by and between Duxplore Inc, Pegasus
Capital Group SA and Rapid Fitness, Inc. Duxplore Inc, a Nevada Corporation,
together with Pegasus Capital Group SA, a Panama Corporation, has confirmed that
they have agreed to a merger with Rapid Fitness and/or deposit with Rapid
Fitness, Inc., as a capital contribution, an amount no less than $173,000,000.00
(one hundred seventy three million USD). The exact terms, conditions and details
of the capital contribution and/or merger with Rapid Fitness, Inc. shall be
disclosed upon finalization of negotiations.
CEO Anthony Mellone stated: "The Board of Directors was very pleased with this
merger. Combining our forces with Duxplore Inc and Pegasus Capital Group SA shall
give Rapid Fitness, Inc. the ability to build a stronger platform thus allowing
Rapid Fitness, Inc. to excel rapidly. We shall begin to change the structure of
the company together in a positive way and will proceed forward with our business
plans. Plans are currently being reviewed to build an International fitness
center resort."
Confirmation Letter: Please click on link below:
http://www.rapidfitness.com/letter.html
Safe Harbor Provision
This news release includes forward-looking statements, including with respect to
the future level of business for the parties. These statements are necessarily
subject to risk and uncertainty. Actual results could differ materially from
those projected in these forward-looking statements as a result of certain risk
factors that could cause results to differ materially from estimated results.
Management cautions that all statements as to future results of operations are
necessarily subject to risks, uncertainties and events that may be beyond the
control of Global Web TV, Inc. and no assurance can be given that such results
will be achieved. Potential risks and uncertainties include, but are not limited
to, the ability to procure, properly price, retain and successfully complete
projects, the availability of technical personnel, changes in technology and
competition.
Contact:
Tom Nelson
480-326-8577
All we need now are some buyers.LOL
OSIPR — OSI Pharmaceuticals, Inc.
Rights
Primary Venue: Pink Sheets
http://www.pinksheets.com/pink/quote/quote.jsp?symbol=osipr
Securities And Exchange Commission - SEC
A government commission created by Congress to regulate the securities markets and protect investors. In addition to regulation and protection, it also monitors the corporate takeovers in the U.S. The SEC is composed of five commissioners appointed by the U.S. President and approved by the Senate. The statutes administered by the SEC are designed to promote full public disclosure and to protect the investing public against fraudulent and manipulative practices in the securities markets. Generally, most issues of securities offered in interstate commerce, through the mail or on the internet, must be registered with the SEC.
Investopedia Says:
Here's an example of an activity that falls within the SEC's domain: if someone purchases more than 5% of a company's equity, they must report to the SEC within 10 days of the purchase because of the takeover threats it may cause.
http://www.answers.com/topic/securities-and-exchange-commission?cat=biz-fin
Looking forward to watching this monday.I will be buying just to see how it all ends up..Hoping more for FDA approval it would be $$, even without being shorted..Definitely risky but so is everything thing pink.
Yes it could go a lot higher then .06 there's NO float let alone a low float.LOL
I know you guys are trading do to these being shorted, I'm just looking into what they are.They are CRV's (conditional rights value). When OSI bought out Cell Pathways shareholders of Cell Pathways received OSI stock at an approx 5.67% conversion rate and a 4.0% CRV in the event that one of Cell Pathways drugs were submitted and accepted by the FDA before the 5 year anniversry of the deal being approved.The date is in June of 2008.
Rights
A security giving stockholders entitlement to purchase new shares issued by the corporation at a predetermined price (normally less than the current market price) in proportion to the number of shares already owned. Rights are issued only for a short period of time, after which they expire.
This also known as "subscription rights" or "share purchase rights
http://www.investopedia.com/terms/r/right.asp
Security Symbol Fifth Character Identifiers
All security symbols on the OTC Bulletin Board® are either four or five letters long. A fifth letter means the security is something other than an issue of common or capital stock.
Listed below are the fifth letter identifiers and a description of what each represents:
Character
Description
A
Class A
B
Class B
D
New
E
Delinquent in required SEC filings
F
Foreign securities, except ADRs
G, H, & I
Additional warrants or preferreds
J
Voting
K
Nonvoting
L
Miscellaneous situations, such as stubs, depositary receipts, second units, or additional warrants or preferred
M
Fourth preferred, same company
N
Third preferred, same company
O
Second preferred, same company
P
First preferred issue
Q
Bankruptcy - involved in bankruptcy proceedings
R
Rights
S
Shares of beneficial interest
U
Units
V
When-issued and when-distributed
W
Warrants
Y
ADR (American Depositary Receipts)
Z
Miscellaneous situations, such as stubs, depositary receipts, limited partnership units, or additional warrants or units
http://www.otcbb.com/symboldirectory/static.stm
WRII $0.03 (+42.86%)
Posted by: batcountry
In reply to: None Date:9/5/2007 4:47:06 PM
Post #of 1901
WRII is the merger canidate not Zipl.
I heard the the deal with ZIPL is a no go and they are merging with WRII
Etrade is trading online.
BIG NEWS MOVING NOW..
0.023 X 0.024 WRII
WRII Waste Recovery, Inc. Announces Its Merger With DR Entertainment Group (MINXX Gentlemen's Club) of Las Vegas, Nevada
Market Wire "US Press Releases "
SANTA ANA, CA -- (MARKET WIRE) -- 09/14/07 -- Waste Recovery, Inc. (PINKSHEETS: WRII) today announces its merger partner to be DR Entertainment Group of Las Vegas, Nevada. DR Entertainment Group is the parent company of the world famous MINXX Gentlemen's Club also located in Las Vegas.
DR Entertainment Group is the sole owner of the real estate asset including the building which is approximately 10,500 square feet. The real property is estimated to be valued at approximately $10 million. MINXX Gentlemen's Club is a world class adult entertainment facility and is frequented by many celebrities and influential patrons. The club is located at 4636 Wynn Road in Las Vegas near the Rio Hotel and Casino, and the Palms Hotel and Casino.
DR Entertainment Group has a strong market growth plan. The plans include growing local and tourist traffic to its existing MINXX location, and an aggressive acquisition strategy where DR/MINXX will merge with other Gentlemen's Clubs. These newly acquired clubs will be rolled in under the MINXX label and upgrade to the MINXX standard of high end entertainment facility.
MINXX website link: http://www.minxx.net/
Mr. Jesse Rodriguez, elected interim Chairman and CEO, says, "I feel great about announcing DR Entertainment Group and MINXX Gentlemen's Club and future clubs as the right merger candidate to bring strong value to our shareholders."
About Waste Recovery, Inc.
Waste Recovery, Inc. is a development stage corporation mandated by its shareholders to seek out business opportunities to acquire or merge with to create value for its shareholders.
For more information available to the public, contact the investor relations dept. at 949-861-9620.
About DR Entertainment Group
DR Entertainment Group is the parent company of the world famous MINXX Gentlemen's Club in Las Vegas, NV. This is a 10,500 square foot adult entertainment club including building and real estate assets.
Forward-Looking Statements
This news release contains forward-looking statements made by WASTE RECOVERY, INC. in reliance upon the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All such statements included in this press release, other than statements of historical fact, are forward-looking statements. Although Management believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. Actual results may differ materially from those indicated by these statements. The following risk factors, among others, could cause actual results to differ materially from those described in any forward-looking statements. These risks and uncertainties include, but are not limited to, economic conditions, changes in the law or regulations, demand for products and services of the company, the effects of competition and other factors that could cause actual results to differ materially from those projected or represented in the forward-looking statements. Forward-looking statements are typically identified by the words: believe, expect, anticipate, intend, estimate, and similar expressions or which by their nature refer to future events.
Company Contact:
Jesse Rodriguez
949-861-9620
Please tell me what part of this was BS, I think this board did a great job with DD on MINXX/ZIPL, because some lawyers took the deal apart just backs up the DD of this board..GREAT JOB BOARD
you got a lot of nerve to call this a pump and dump..the deal fell apart its far from a pump and dump.
GREAT trade, it's @ $19.04 now
(ZIPL) can anyone make any sense of this?
Posted by: cautionupahead
In reply to: None Date:9/13/2007 2:57:42 PM
Post #of 1999
I just talked to Henry Zachs, who is in control of ZIPL. He informed me that he is the true owner and all this other stuff was illegal. My guess is what happened was the shell was dormant long enough, one of these reverse merger guys came in, petitioned the court, and got control and sold to Dwight Chornomudm, then Zachs found out and somehow got control back. He wouldn't tell me much except that he would be putting out a PR soon stating what is going on. He also mentioned that ZIPL has some intellectual rights, wouldn't tell me what, and all of the shareholders would be getting a distribution of money for that, every shareholder will get the exact same amount. If you look up Henry Zacks on Google, he seems to be an extremely rich man. He mentioned he needed to call his lawyer before he told me anything else, and he said it wasn't the lawyer in the PR, he said it was a bunch of lawyers. I've found this,
http://esignal.brand.edgar-online.com/EFX_dll/EDGARpro.dll?FetchFilingOrig1?SessionID=575uW5n3eV_gPx....
in which it states shares were sold for $10.60, so we may have a gold mine on our hands. I'll keep searching, he told me I wont find anything on the internet, but I bet it's somewhere in those old filings. I'll keep seraching and tell you what I find.
Corporation Actions for "DR ENTERTAINMENT GROUP, LLC"
Sort by File Date Document Number Action Type descendingascending order
1 - 7 of 7 actions
Actions\Amendments
Action Type: Termination of Mergers
Document Number: 20070625252-41 # of Pages: 1
File Date: 09/12/2007 Effective Date:
(No Notes for this action)
Action Type: Merge Out
Document Number: 20070430740-27 # of Pages: 19
File Date: 06/22/2007 Effective Date:
(No Notes for this action)
Action Type: Annual List
Document Number: 20060666365-40 # of Pages: 1
File Date: 10/16/2006 Effective Date:
(No Notes for this action)
Action Type: Resident Agent Change
Document Number: 20060666366-51 # of Pages: 1
File Date: 10/16/2006 Effective Date:
(No Notes for this action)
Action Type: Annual List
Document Number: 20050491890-78 # of Pages: 1
File Date: 10/19/2005 Effective Date:
(No Notes for this action)
Action Type: Articles of Organization
Document Number: LLC23486-2004-001 # of Pages: 1
File Date: 10/08/2004 Effective Date:
(No Notes for this action)
Action Type: Initial List
Document Number: LLC23486-2004-002 # of Pages: 1
File Date: 10/08/2004 Effective Date:
List of Officers for 2004 to 2005
https://esos.state.nv.us/SOSServices/AnonymousAccess/CorpSearch/corpActions.aspx?lx8nvq=w5IGd5xnj1MH7QWXhKqxxw%253d%253d&CorpName=DR+ENTERTAINMENT+GROUP%2c+LLC
DR ENTERTAINMENT GROUP, LLC
Business Entity Information
Status: Active on 9/12/2007 File Date: 10/8/2004
Type: Domestic Limited-Liability Company Corp Number: LLC23486-2004
Qualifying State: NV List of Officers Due: 10/31/2007
Managed By: Managing Members Expiration Date: 10/8/2504
Additional Information
Name Consent Date: 10/08/2004
Resident Agent Information
Name: DWIGHT CHORNOMUD Address 1: 4042 MITRA CT.
Address 2: City: LAS VEGAS
State: NV Zip Code: 89103
Phone: Fax:
Email: Mailing Address 1:
Mailing Address 2: Mailing City:
Mailing State: Mailing Zip Code:
View all business entities under this resident agent
Financial Information
No Par Share Count: 0 Capital Amount: $ 0
No stock records found for this company
Officers Include Inactive Officers
Managing Member - DWIGHT CHORNOMUD
Address 1: 4042 MITRA CT Address 2:
City: LAS VEGAS State: NV
Zip Code: 89103 Country:
Status: Active Email:
Managing Member - ROBERT SUSNAR
Address 1: 4042 MITRA CT Address 2:
City: LAS VEGAS State: NV
Zip Code: 89103 Country:
Status: Active Email:
https://esos.state.nv.us/SOSServices/AnonymousAccess/CorpSearch/CorpDetails.aspx?lx8nvq=w5IGd5xnj1MH7QWXhKqxxw%253d%253d
DLKR 0.05 +0.025 (+100.00%) VOL.169,500
EXCS .0255 x .026 + %30.00
You may have it right this time.I'm rooting for ya..
Going public, Chinese style
BusinessWeek | March 15, 2007
Big-ticket IPOs in New York and Hong Kong for Chinese banks and insurance companies make headlines. But in recent years another class of Chinese company has been quietly tapping the international capital markets.
Enterprises that don't have the heft or profits for a splashy initial public offering are finding they can get a coveted overseas listing through a reverse merger.
Here's how it works. The Chinese business is typically acquired by a U.S. shell company that is worthless, except for one thing: It's publicly traded. The American board then resigns, the Chinese board takes over, changes the company's name, and issues new stock to hedge funds and other new investors, raising millions of dollars in fresh capital.
One example: Sinovac Biotech Ltd., a respected Beijing-based maker of vaccines, executed a reverse merger in 2003 and subsequently raised $12 million.
For more and more Chinese companies, a reverse merger is faster and less onerous than an IPO. Sometimes the process takes as little as a few months, says Peter D. Zhou, managing director of American Union Securities Inc., a New York firm that has helped broker 10 such deals since 2005 and is currently working on another nine.
One is the pending takeover by Carson City (Nev.)-based Ticketcart Inc., a defunct online retailer of printer cartridges, of Tieli Xiaoxinganlin Frog Breeding Co., which markets nutritional supplements made from Chinese forest frogs.
All told, some 150 Chinese companies have taken the reverse-merger route since 2005. "The Chinese are realizing that there's a lot of money here," says Zhou.
Many in the financial world aren't happy about the popularity of these takeovers. Something few Chinese executives consider is that Americans generally shun such shells, as they typically trade over the counter, says Neil A. Torpey, a Hong Kong-based partner with law firm Paul, Hastings, Janofsky & Walker. "Nobody follows them, there's no market in the shares," he says. "So after having gone through a lot of time and expense and effort, the underlying purposes aren't realized."
So why do Chinese companies bother? One reason is simple: They have few other options. Small companies in the country's rust belt or in industries that aren't sexy are unlikely to draw the interest of the venture capital and private equity investors swarming over China. Plus there's a two-year wait for a listing on the booming Shanghai or Shenzhen stock exchanges.
"If a U.S. financier says I can get you public in two months,' that's a pretty good pitch," says one American hedge-fund manager who wants to remain anonymous because he has invested in a Chinese company that executed a reverse merger.
Another reason Chinese companies favor these deals is that there's less interference from investors. Reverse mergers are usually followed up with a private placement. The hedge funds that typically buy these shares are content to allow management to continue operating unfettered, whereas private-equity outfits would typically demand a greater say in decision making, along with board seats.
China Slump Fuels Wall St. Meltdown
Chinese Stock Dive Buries Mining Stocks
Some Chinese companies involved in such deals have, however, found themselves in legal trouble. Fertilizer maker Bodisen Biotech Inc. and now-defunct China Energy Savings Technology Inc. face shareholder class actions alleging improper disclosure.
Still, investors argue there's nothing fundamentally disreputable about reverse mergers. Some well-known Chinese companies, such as Sinovac and Shenzhen-based battery maker China BAK Battery Inc, have graduated from the OTC market to the American Stock Exchange or NASDAQ.
"As we see more of them grow to multimillion market caps, there is more research, more liquidity in the stocks," says Mark Fleishhauer, Hong Kong-based portfolio manager at Jayhawk Capital Management, a hedge fund that invested in 11 reverse mergers in 2005, including BAK Battery.
But even fans of the reverse-merger option recognize its shortcomings. With estimated annual revenues of $15.4 million in 2006, Sinovac would probably not need to take the reverse-merger route today. Says Helen G. Yang, Sinovac's international business manager: "If we wanted to list now, an IPO would be a better choice."
http://www.rediff.com/money/2007/mar/15bw.htm
YA maybe this one will last past the 10 o'clock hour.LOL
TKAT Avg Volume (10 days) 14,650
TKAT Extended Hours: Last 0.025 Change +0.01 (+66.67%) September 12, 2007 - 7:46 AM EST
Teeka Tan Products Signs Letter of Intent to Acquire the Taiyuan Rongan Business Trading Company
Teeka Tan Products, Inc. (OTCBB:TKAT) announced today it has signed a letter of intent to acquire the Taiyuan Rongan Business Trading Company (“TRBT”) located in Taiyuan, Shanxi Province, China, in a stock for stock exchange. TRBT operates six shopping malls in the city of Taiyuan, China, of which it has 76% ownership.
According to the letter of intent, Teeka Tan Products will enter into a share exchange agreement to acquire TRBT by way of a reverse merger transaction. It is expected that the company will sign a definitive share exchange agreement on or before September 15, 2007. If completed, the business of Teeka Tan Products will change from marketing sun care products to the building and operation of shopping malls in China.
About the Taiyuan Rongan Business Trading Company (TRBT)
TRBT operates six shopping malls in the city of Taiyuan, China, of which it has 76% ownership. On a preliminary audited basis, TRBT and its Subsidiaries for the fiscal year ended December 31, 2006 had gross revenues of $12,417,189 with net income of $1,668,212. Taiyuan is the capital city of Shanxi Province which is located in the Northwest China industrial area, approximately 400 kilometers west by southwest of Beijing. Taiyuan is the major commercial city with a metropolitan population of approximately three million people. The City is built along the Fen He River. The shopping malls are in the retail district in the Southeast section of the City. The original mall constructed was the Taiyuan Clothing City, which was developed in 1992, by the Chairman and Founder of the company, Mr. Aizhong An. This first shopping mall was built on the grounds of a former farmer’s cooperative located within the expanding boundaries of the city. The mall was built on the Asian model of a marketplace with many small tenants on multiple floors, leasing stores or spaces within the mall. Articles sold ranged from dry goods to finished clothing to consumer products.
Safe Harbor Statement
This press release contains forward-looking statements that can be identified by such terminology such as "believes," "expects," "potential," "plans," "suggests," "may," "should," "could," "intends," or similar expressions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different from any future results, performance or achievements expressed or implied by such statements. These factors include, but are not limited to, Teeka Tan Products, Inc.'s ability to develop brand recognition and distributor relationships for its products, execute its business strategy in a very competitive environment, its lack of financial resources, risks related to market acceptance and demand for its products and its ability to successfully develop and market innovative products such as a sunscreen formulation containing a chemical shark repellant and liabilities related to product performance. Teeka Tan Products, Inc.'s future results may also be impacted by other risk factors listed from time to time in its filings with the SEC. Most of these factors are difficult to predict accurately and are generally beyond the company's control. Forward-looking statements speak only as to the date they are made and Teeka Tan Products, Inc. does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made. It is possible that the merger transaction may not be completed.
Teeka Tan Products, Inc., Boca Raton
Rich Miller, 561-989-3600
Source: Business Wire (September 12, 2007 - 7:46 AM EST)
News by QuoteMedia
www.quotemedia.com
CRDC 10.20 Change +1.56 (+18.06%)
LUM 1.93 Change +0.20 (+11.56%)
CRDC 9.79 Change +1.15 (+13.31%) September 12, 2007 - 7:02 AM EST
Cardica Receives European CE Mark for C-Port Flex A System for Use in Coronary Artery Bypass Surgery
Flex A System Facilitates Minimally Invasive and Robotic-Assisted Coronary Artery Bypass Surgery
REDWOOD CITY, Calif., Sept. 12 /PRNewswire-FirstCall/ -- Cardica, Inc. (Nasdaq: CRDC) today announced that it has received European CE Mark (Conformite Europeenne) approval for the C-Port(R) Flex A Anastomosis System. The C-Port Flex A system is a variation of Cardica's C-Port(R) xA Distal Anastomosis System product line and further facilitates the automated anastomosis, or attachment of blood vessels and grafts, during less invasive coronary artery bypass graft (CABG) procedures. Recently, two independent groups of leading cardiothoracic surgeons in the U.S. performed minimally invasive, closed-chest bypass procedures using Cardica's C-Port Flex A Anastomosis System and Intuitive Surgical's da Vinci(R) Surgical System.
'We are pleased that the European authorities have approved the use of the Flex A. We continue to receive positive feedback from cardiothoracic surgeons in the U.S. who are using the C-Port Flex A to perform ground-breaking closed- chest and beating heart procedures,' said Bernard A. Hausen, M.D., Ph.D., president and chief executive officer of Cardica, Inc. 'The C-Port Flex A is designed to enable surgeons to create compliant, reliable anastomoses in sternum-sparing bypass procedures, even in difficult to reach areas of the heart.'
The C-Port Flex A system features several innovative modifications to Cardica's C-Port xA system, which is designed to enable automated, reliable and reproducible connections of blood vessels during CABG surgery. The C-Port Flex A system has a flexible, rather than rigid, shaft; is effective in creating compliant anastomoses in vessels as small as one millimeter in internal diameter; and, can be used in either on- or off-pump CABG procedures. Importantly, the flexible shaft allows surgeons to position the device to create a secure connection even in difficult to reach areas of the heart. The Flex A received 510(k) clearance from the U.S. Food and Drug Administration in March 2007.
'We believe the C-Port Flex A system brings us several steps closer to the possibility of performing truly minimally invasive cardiac surgery with significant benefits for the patient due to less trauma and a faster recovery time compared to a traditional open heart bypass procedure,' stated Stefano Demertzis, M.D., Ph.D., senior cardiac surgeon at Cardiocentro Ticino in Lugano, Switzerland.
CABG Procedures and the Importance of Anastomoses
Coronary heart disease causes one out of every five deaths in the United States, making it the single largest killer of Americans. While other treatment alternatives exist, studies show that CABG surgery achieves the best long-term patient outcome for coronary heart disease as measured by survival rate and need for re-intervention. CABG procedures generally require approximately five anastomoses, often considered the most critical step of the surgery. The current predominant method of performing an anastomosis in a CABG procedure utilizes technically demanding, tedious and time-consuming hand-sewn sutures to connect a bypass graft vessel to the aorta and to small diameter coronary vessels.
About Cardica, Inc.
Cardica designs and manufactures automated anastomosis systems for coronary artery bypass graft (CABG) surgery. By replacing hand-sewn sutures with easy-to-use automated systems, Cardica provides cardiovascular surgeons with the ability to perform rapid, reliable and consistently reproducible anastomoses, or connections of blood vessels, often considered the most critical aspect of the CABG procedure.
Cardica's C-Port(R) Distal Anastomosis Systems are marketed in Europe and the United States. The PAS-Port(R) Proximal Anastomosis System is marketed in Europe and Japan and is being evaluated in a pivotal trial in the United States and Europe. Cardica also is developing additional devices to facilitate vascular and other surgical procedures. Go to http://www.cardica.com for more information.
Forward Looking Statements
This press release contains 'forward-looking' statements, including statements relating to the C-Port(R) Flex A Distal Anastomosis System, the features and benefits of the C-Port Flex A system, the growth potential for automated anastomosis systems and other matters. Any statements contained in this press release that are not historical facts may be deemed to be forward- looking statements. The words 'believe,' 'plan,' 'expect,' 'estimate,' 'intend' and 'will' or similar expressions are intended to identify forward- looking statements. There are a number of important factors that could cause Cardica's results to differ materially from those indicated by these forward- looking statements, including risks associated with the degree of market acceptance for our products as well as other risks detailed from time to time in Cardica's reports filed with the Securities and Exchange Commission, including its Quarterly Report on Form 10-Q for the quarter ended March 31, 2007. Cardica does not undertake any obligation to update forward-looking statements. You are encouraged to read the Company's reports filed with the U.S. Securities and Exchange Commission, available at http://www.sec.gov.
Da Vinci Surgical System is a registered trademark of Intuitive Surgical, Inc.
SOURCE Cardica, Inc.
Source: PR Newswire (September 12, 2007 - 7:02 AM EST)
News by QuoteMedia
www.quotemedia.com
NASDAQ will observe a moment of silence on Tuesday, September 11, 2007, at 10:29 a.m., Eastern Time (ET).
Notice
On Tuesday, September 11, 2007, The NASDAQ Stock Market® will observe a moment of silence from 10:29 to 10:30 a.m., ET (to coincide with the fall of the second tower), in remembrance of those who lost their lives on September 11, 2001.
We invite market participants to join NASDAQ® in this silent remembrance. Since trading will not be halted during this time, NASDAQ requests that market participants use their best judgment and sensitivity in regards to trading during the moment of silence.
http://www.nasdaqtrader.com/Trader/News/2007/headtraderalerts/hta2007-191.stm
NABI $4.29 +$0.81 September 11, 2007 - 5:00 AM EST
Nabi Biopharmaceuticals Announces Sale of Nabi Biologics to Biotest AG
Cash Purchase of Biologics Strategic Business Unit for $185 Million; Deal Expected to Close in the Fourth Quarter 2007
BOCA RATON, Fla., Sept. 11 /PRNewswire-FirstCall/ -- Nabi Biopharmaceuticals (Nasdaq: NABI) announced today that it has entered into a definitive agreement with Biotest AG, Dreieich, Germany to sell the Nabi Biologics strategic business unit (SBU) to Biotest Pharmaceuticals Corporation for $185 million. Biotest researches and manufactures pharmaceutical, biotherapeutic and diagnostic products and has more than 1,200 employees worldwide.
Biotest has agreed to acquire the Biologics SBU's products, including Nabi-HB(R) [Hepatitis B Immune Globulin (Human)], and other plasma business assets, including Nabi's state-of-the-art plasma protein production plant, and nine FDA-certified plasma collection centers across the U.S. The acquisition also will include certain of Nabi's Corporate Shared Services group assets and the company's Boca Raton, Florida headquarters and other facilities, as well as the assumption of certain liabilities.
'This agreement definitively puts us on the final path to a successful outcome of our strategic alternatives process,' said Dr. Leslie Hudson, Interim President and Chief Executive Officer of Nabi. 'We feel this transaction not only will realize value for Nabi shareholders but also will allow us to build on the promise of our Pharmaceuticals SBU pipeline. I am delighted that after the transaction closes our Nabi Biologics and Corporate Shared Services employees will have the prospect of a promising future with Biotest.'
'With the acquisition of Nabi Biologics, we have found the ideal complement for our European plasma protein business and have become a global player in the industry,' said Professor Dr. Gregor Schulz, Chairman of the Management Board of Biotest AG. 'We have an immediate share in the highly attractive and growing US plasma protein market and are substantially expanding our capacities, extending our product range and consolidating our clinical development portfolio.'
After the closing of the transaction, Nabi Biopharmaceuticals will operate its Pharmaceuticals SBU from its existing Rockville, Maryland facility, which will become its new corporate headquarters. The company has an on-going trial with NicVAX(R) (Nicotine Conjugate Vaccine), its innovative and proprietary investigational vaccine for nicotine addiction and the prevention of smoking relapse. This trial has met its primary end point and continues to demonstrate effectiveness of the vaccine in long term smoking abstinence. Nabi will continue its ongoing discussions and efforts to secure a strategic partner for its NicVAX(R) and StaphVAX(R) (Staphylococcus aureus Polysaccharide Conjugate Vaccine) programs. Nabi also will retain the right to receive up to an additional $75 million in milestone and royalty payments related to the divestiture of PhosLo in November 2006.
The transaction is subject to approval by Nabi shareholders and customary closing and regulatory conditions, including expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and is expected to be completed in the fourth quarter of this year. Banc of America Securities LLC is acting as financial advisor and Hogan & Hartson LLP is acting as legal counsel to Nabi Biopharmaceuticals in connection with the transaction.
Conference Call
Nabi will host a live conference call at 9 a.m. EDT today, September 11, 2007, to discuss this agreement.
The live webcast can be accessed at: http://phx.corporate- ir.net/phoenix.zhtml?p=irol-eventDetails&c=100445&eventID=1645581 or via the Nabi Biopharmaceuticals website at http://www.nabi.com.
If you do not have Internet access, the U.S./Canada call-in number is (800) 591-6923 and the international call-in number is (617) 614-4907. The participant passcode is 12274024. The press release will be available on the company's website at http://www.nabi.com.
About Biotest
Biotest AG, Dreieich, Germany, is a company that researches and manufactures pharmaceutical, biotherapeutic and diagnostic products and has specialised in immunology and hematology. In its Pharmaceutical segment, Biotest develops immunoglobulins, clotting factors and albumins based on human blood plasma. These are used for diseases of the immune system or haematopoietic system. In the Biotherapeutic segment, Biotest researches into the clinical development of monoclonal antibodies, including in the indications of rheumatoid arthritis and blood cancer. The Diagnostic segment spans reagents and serology and microbiology systems which are used, for example, in blood transfusions. Biotest has around 1,200 employees worldwide and its shares are listed in the Frankfurt Stock Exchange's Prime Standard.
About Nabi Biopharmaceuticals
Nabi Biopharmaceuticals leverages its experience and knowledge in powering the immune system to develop and, in certain areas, market products that target serious medical conditions in the areas of hepatitis and transplants, gram positive bacterial infections and nicotine addiction. We are a vertically integrated company with sales of antibodies and other biologics, including Nabi-HB(R) [Hepatitis B Immune Globulin (Human)], a pipeline of products in various stages of development and a state-of-the-art manufacturing capability. The company operates through two strategic business units: Nabi Biologics and Nabi Pharmaceuticals. Nabi Biologics has responsibility for the company's protein and immunological products and development pipeline, including Nabi- HB. Nabi Pharmaceuticals is responsible for the NicVAX(R) (Nicotine Conjugate Vaccine) and StaphVAX(R) (Staphylococcus aureus Polysaccharide Conjugate Vaccine) development programs. For a complete list of pipeline products, please go to: http://www.nabi.com/pipeline/index.php. The company is headquartered in Boca Raton, Florida. For additional information about Nabi Biopharmaceuticals, please visit our Web site: http://www.nabi.com.
Forward-Looking Statements
Statements in this release that are not strictly historical are forward- looking statements and include statements about reorganization of our current business into two new business units, our strategic alternatives process and clinical trials and studies. You can identify these forward-looking statements because they involve our expectations, beliefs, projections, anticipations or other characterizations of future events or circumstances. These forward- looking statements are not guarantees of future performance and are subject to risks and uncertainties that may cause actual results to differ materially from those in the forward-looking statements as a result of any number of factors. These factors include, but are not limited to, risks relating to our ability to: our ability to successfully complete the sale of the Biologics SBU and our strategic alternatives process; successfully partner with third parties to fund, develop, manufacture and/or distribute our existing and pipeline products, including NicVAX and our Gram- positive infections products; obtain successful clinical trial results; realize anticipated cost savings related to job elimination due to greater than anticipated severance- related costs or other factors; generate sufficient cash flow from sales of products or from milestone or royalty payments to fund our development and commercialization activities; attract and maintain the human and financial resources to commercialize current products and bring to market products in development; depend upon third parties to manufacture or fill our products; achieve approval and market acceptance of our products; expand our sales and marketing capabilities or enter into and maintain arrangements with third parties to market and sell our products; effectively and/or profitability use, or utilize the full capacity of, our vaccine manufacturing facility; manufacture NicVAX or other products in our own vaccine manufacturing facility; comply with reporting and payment obligations under government rebate and pricing programs; raise additional capital on acceptable terms, or at all; and re-pay our outstanding convertible senior notes when due. Many of these factors are more fully discussed, as are other factors, in the company's Annual Report on Form 10-K for the fiscal year ended December 31, 2006 and our Quarterly Report for the quarter ended June 30, 2007 on Form 10-Q with the Securities and Exchange Commission.
Important Information for Investors and Stockholders
Nabi will file a proxy statement with the SEC in connection with the proposed transaction. Nabi urges investors and stockholders to read the proxy statement when it becomes available and any other relevant documents filed by it with the SEC because they will contain important information.
Investors and stockholders will be able to obtain the proxy statement and other documents filed with the SEC free of charge at the website maintained by the SEC at www.sec.gov. In addition, documents filed with the SEC by Nabi will be available free of charge on the investor relations portion of the Nabi website at www.nabi.com.
Participants in the Solicitation
Nabi, and certain of its directors and executive officers, may be deemed to be participants in the solicitation of proxies from its stockholders in connection with the transaction. The names of Nabi's directors and executive officers and a description of their interests in Nabi are set forth in Nabi's Annual Report on Form 10-K for the fiscal year ended December 31, 2006, which was filed with the SEC on March 15, 2007. Investors and stockholders can obtain more detailed information regarding the direct and indirect interests of Nabi's directors and executive officers in the transaction by reading the definitive proxy statement when it becomes available.
SOURCE Nabi Biopharmaceuticals
Source: PR Newswire (September 11, 2007 - 5:00 AM EST)
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September 11, 2007 - 1:01 AM EST
URGI 7.55
Redcats Group to Acquire United Retail Group for $13.70 Per Share in Cash
United Retail Group, Inc. (NASDAQ: “URGI”), a specialty retailer of large-size women’s fashion apparel, and Redcats USA, Inc., a subsidiary of Redcats Group, a leading home shopping marketer of apparel and home products, today announced that they entered into definitive agreement for Redcats USA to acquire United Retail Group.
Under the terms of the agreement, Redcats USA will commence a tender offer to purchase all of the outstanding shares of United Retail Group for $13.70 per share in cash, which is an aggregate equity value of $198.9 million. The offer represents a 23% premium to the 90-day average of United Retail Group’s share price, and a 82% premium to the closing price on September 10, 2007.
The acquisition has been unanimously approved by the Boards of Directors of both companies. The Board of Directors of United Retail Group has unanimously recommended that shareholders of United Retail Group’s common stock accept the offer. Mr. Raphael Benaroya, United Retail Group’s Chairman, President and Chief Executive Officer, has also signed an agreement by which he will tender all of his shares to Redcats USA into the tender offer.
Mr. Benaroya said, “We are very pleased to have entered into this merger agreement with Redcats USA. We believe that the combination of our two businesses will create a formidable entity in specialty retail. Our Board of Directors and management team fully support the transaction and believe that it delivers a high level of shareholder return that is commensurate with our solid business concept and growth strategy. Moreover, the transaction provides a great growth opportunity for our associates.”
Thierry Falque-Pierrotin, Redcats Group Chairman and CEO commented: “This acquisition will strengthen Redcats USA’s position in the growing women’s plus size apparel market. United Retail is complementary to Redcats USA in terms of target customer, and its national retail store base will be additive to our leading positions in the catalog and e-commerce channels. The combination will create a multi-channel market leader.”
Eric Faintreny, Chief Executive Officer of Redcats USA stated, “United Retail has a very strong brand in the AVENUE® retail chain and a team of experienced and talented associates. The integration of Avenue into our portfolio of high-growth retail brands strengthens and diversifies our business and promises to create strong expansion opportunities. We look forward to working with Raphael Benaroya and his team to further grow and strengthen this already successful brand in the U.S. market across all our channels.”
Redcats USA is expected to launch the tender offer shortly, and the merger is expected to close by the end of 2007, subject to customary closing conditions. The offer is not subject to or conditioned upon financing arrangements. Following the completion of the acquisition, Raphael Benaroya, United Retail Group’s Chairman, President and Chief Executive Officer, and George R. Remeta, United Retail Group’s Vice Chairman and Chief Administrative Officer, will remain with the Company for a transition period of at least one year.
Bear, Stearns & Co. Inc. acted as financial advisor to United Retail Group and Skadden, Arps, Slate, Meagher & Flom LLP acted as legal counsel. Peter J. Solomon Company acted as financial advisor to Redcats USA and Wachtell, Lipton, Rosen & Katz acted as legal counsel.
About United Retail Group, Inc.
United Retail Group, Inc. is a specialty retailer of large-size women’s fashion apparel, footwear and accessories featuring AVENUE® brand merchandise. The Company operates 483 AVENUE® stores with 2,132,000 square feet of selling space, as well as the AVENUE.COM® website at www.avenue.com.
About Redcats Group and Redcats USA
Redcats USA is a leading catalog and online marketer of apparel and home products, operating in North America. Its primary brands are Chadwick’s®, Roaman’s®, Jessica London®, KingSize® and BrylaneHome®. Redcats USA is a wholly owned subsidiary of the Redcats Group, the world’s third largest catalog and online group in apparel and home products operating in 28 countries, through 17 brands with a staff of 20,000 associates and a turnover of 4.33 billion euros in 2006. Redcats Group is a member of the PPR group of companies. The shares of PPR S.A. are listed on Euronext Paris (# 121485, PRTP.PA, PPFP). For more information, please visit www.ppr.com.
Important Information
The tender offer described herein has not commenced. This announcement and the description contained herein is neither an offer to purchase nor a solicitation of an offer to sell shares of United Retail Group. At the time the tender offer is commenced, a wholly owned subsidiary of Redcats USA, Inc. intends to file a Tender Offer Statement on Schedule TO containing an offer to purchase, forms of letters of transmittal and other documents relating to the tender offer, and United Retail Group intends to file a Solicitation/Recommendation Statement on Schedule 14D-9 with respect to the tender offer. Redcats USA, Inc.'s wholly-owned subsidiary and United Retail Group intend to mail documents to the stockholders of United Retail Group. These documents will contain important information about the tender offer that should be read carefully before any decision is made with respect to the tender offer.
Stockholders of United Retail Group will be able to obtain a free copy of these documents (when they become available) and other documents filed by United Retail Group or Redcats USA, Inc. with the Securities and Exchange Commission (the "SEC") at the website maintained by the SEC at www.sec.gov.
In addition, stockholders will be able to obtain a free copy of these documents (when they become available) from United Retail Group by contacting United Retail Group at 365 West Passaic Street, Rochelle Park, New Jersey 07662, attention: Investor Relations.
Cautionary statement regarding forward-looking statements
The above portion of this release contains certain brief forward-looking statements concerning United Retail Group's operations and performance.
United Retail Group cautions that any forward-looking statements are summary in nature, involve risks and uncertainties and are subject to change based on various important factors, many of which may be beyond United Retail Group's control. Accordingly, United Retail Group's future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. The following factors, among others, could affect United Retail Group's actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements included in this release or otherwise made by management: threats of terrorism; war risk; shifts in consumer spending patterns, consumer preferences and overall economic conditions; the impact of competition and pricing; variations in weather patterns; fluctuations in consumer acceptance of United Retail Group's products; changes in the ability to develop new merchandise; store lease expirations; increases in interest rates; the ability to retain, hire and train key personnel; risks associated with the ability of United Retail Group's manufacturers to deliver products in a timely manner; political instability and other risks associated with foreign sources of production; increases in fuel costs; the timing and completion of an all cash tender offer for the outstanding shares of United Retail Group; the ability to complete the tender offer and subsequent merger on the terms contemplated; and the anticipated impact of the acquisition on United Retail Group's operations and financial results.
The reports filed by United Retail Group with the SEC, including United Retail Group's report on Form 10-Q for the fiscal quarter ended August 4, 2007, United Retail Group's report on Form 10-Q for the fiscal quarter ended May 5, 2007 and United Retail Group's report on Form 10-K for the fiscal year ended February 3, 2007 contain additional information on these and other factors that could affect United Retail Group's operations and performance.
United Retail Group does not intend to update the forward-looking statements contained in the above portion of this release, which should not be relied upon as current after today's date.
United Retail Group, Inc.
Vice Chairman and Chief Administrative Officer
George R. Remeta, 201-909-2110
or
Financial Dynamics
Investor Relations:
Cara O’Brien/Leigh Parrish, 212-850-5600
or
Press:
Melissa Merrill, 212-850-5600
or
Redcats Group
Vice President, Corporate Communications
Vinciane Beurlet, + 33 1 56 92 98 18
Source: Business Wire (September 11, 2007 - 1:01 AM EST)
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(LOL)Instructions
Difficulty: Moderate
Removing the old tire
Steps
1Step OneRemove the wheel from the bike. Most bikes now have a quick-release lever on each axle. Simply flip one of the levers to loosen the wheel. Once loose, the wheel can be pulled free.
2Step TwoOlder bikes usually have two axle nuts holding each wheel in place. Use an adjustable wrench to loosen one of the nuts, thus allowing the wheel to come free.
3Step ThreeCompletely deflate the tire.
4Step FourSlide the rounded end of one of the tire tools between the tire and the rim. Working slowly and taking care not to pinch the tube, pry the tire away from the rim by locking the free end of the tire tool into the spokes.
5Step FiveSlide a second tire tool between the tire and rim. Work this tool around the rim until the tire pops free (see A).
6Step SixIf the tool gets stuck, lock the free end into the spokes and begin working with the third tire tool.
7Step SevenRemove the tire and inner tube from the rim.
Installing the new tire
Steps
1Step OneTake a new tire and slip one edge of it all the way around the rim. It should be possible to do this by hand, although you can use one of the tire tools if necessary.
2Step Two Click to enlargePlace the inner tube completely inside the new tire, taking care to line up the inner tube valve with the valve hole in the rim (see B). Push the tube as far into the tire as possible. It might help to inflate the tube very slightly.
3Step ThreeUsing your hands, push as much of the second edge of the tire onto the rim as possible. Continue pushing the tube into the tire as needed.
4Step FourInsert a tire tool between the rim and the portion of the tire that is not yet installed.
5Step FiveSlowly lever the tool upward and force the tire over the rim edge. Use a second tool to push the tube into place if necessary.
6Step SixGently roll the tire into place over the rim edge. Work slowly and avoid snapping the tire into place as this tends to pinch the tube and cause air leaks.
7Step SevenInflate the tire to the recommended pressure written on the side of the tire, and replace the wheel on the bike.
http://www.ehow.com/how_117901_change-bicycle-tire.html
Thanks Buckey in GLIF at $0.022 out at $0.0375
may see $0.08 at close if AXCS is not selling to many.
got in at $0.045 this morning.
I believe there will be better representation of the true Bid and Ask now that etrade is on board, Its hard to watch a stock you buy at 0.02 trading at 0.05 with a sell in at 0.04 and 0.045,