Herborium Group Inc (HBRM)

[energystar]

here you go...how it all happened...
https://www.sec.gov/Archives/edgar/data/1077050/000114420406039487/v053319_ex99-3.htm

Advanced Communications and Pacific Magtron International
Announce Completion of Merger with Bio-Herbaceutical
Company and Effectiveness of Bankruptcy Reorganization

New York, New York, September 19, 2006 — Advanced Communications Technologies, Inc. (OTC Bulletin Board: ADVC), and its majority owned subsidiary Pacific Magtron International Corp. (OTC Bulletin Board: PMICQ), jointly announced today the completion of the merger of Herborium, Inc. with and into LiveWarehouse, Inc., Pacific Magtron International’s wholly-owned subsidiary. Herborium was the surviving entity and is now a wholly-owned subsidiary of Pacific Magtron International. Herborium is a bio-herbaceutical company that develops and distributes proprietary natural healthcare related products comprised of unique herbal formulations. Herborium’s customer base is a growing number of consumers and healthcare professionals seeking alternative answers to the management of healthcare issues currently not addressed satisfactorily by standard Western medicine. In connection with the merger, Pacific Magtron International is changing its name to Herborium Group, Inc.

The merger was completed pursuant to the plans of reorganization for Pacific Magtron International and LiveWarehouse, which were confirmed by the U.S. Bankruptcy Court for the District of Nevada on August 11, 2006. The plans of reorganization became effective upon the completion of the merger.

In accordance with the plans of reorganization, as of the merger date, all previously outstanding shares of common and preferred shares of Pacific Magtron International not owned by Advanced Communications were canceled and converted into the right to receive one newly issued share of common stock of Herborium Group for each share of common stock of Pacific Magtron International held as of August 11, 2006. Advanced Communications’ interest in Pacific Magtron International was also canceled. A special stock distribution of shares of common stock of Herborium Group on the basis of a 0.001652911 share of Herborium Group common stock for each share of Advanced Communications common stock will be made directly to the shareholders of Advanced Communications as of the record date of August 11, 2006.

In addition, Advanced Communications has placed in escrow 1,750,000 shares of common stock of Herborium Group for two former Pacific Magtron International executives pursuant to the terms of a settlement agreement approved by the Bankruptcy Court. Such escrow shares will subject to a 150-day lockup period. Further, Advanced Communications has placed in escrow 500,000 shares of common stock of Herborium Group for certain unexpired stock option and stock warrant grants.