It was announced that on Feb. 7th that H.I.S.S. was exploring the possible acquisition/merger, rather than going the route of the SB-2 for the uplist, bec. it gives them what they want, maybe even more, but quicker. Frank was quoted as saying, "We believe that it is in the best interest of our shareholders to have found a faster way to reach the goal of placing our stock on a larger and more regulated exchange.” Remember, he also said it keeps them "nimble."
In my post today, #22188, I said:
“3) From the merger, you can conclude that the union of the two companies (H.I.S.S. and the undisclosed BB company) is mutually beneficial to both companies.
- H.I.S.S. must bring something of value/worth to the undisclosed company that they do not already have (future growth, product line, business connections, etc.).
- And the undisclosed company, at the very least, brings the uplisting status that H.I.S.S. wants.”
and surfersdsu, in post 22176 said (from Big Apple):
"1. It is a "merger" not an "acquistion".
2. The ticker will not change...we will still be traded under the symbol HISC. (I asked twice)
3. We will be receiving dividends in the other company and retaining our shares in HISC. She doesn't know what the share exchange rate will be."
Well, let's say that the undisclosed BB company wants a part of the future growth or the product line that H.I.S.S. currently has (it was said "certain assets" in today’s PR), and hence was the one that brought up the concept of the merger...(Remember, H.I.S.S. would not have even gone the route of compiling the info. for the SB-2, filed it, and then filed the response to the kick-back from the SEC, if they knew of this deal in the first place. They simply wouldn't have gone that route. It was the opportunity of a merger that was presented to H.I.S.S. causing them to withdraw the SB-2 in its entirety -- which, unfortunately, was seen as a negative by the market when it was announced.)...but the BB company is willing to make the deal even sweeter to H.I.S.S. and its current shareholders -- since it is H.I.S.S. that has the future growth, etc. -- by giving the dividend to the H.I.S.S. shareholders. (See, H.I.S.S. has no reason to sell anything to anybody if all it is going to do is get them to OTC BB or NASDAQ BB. They were in the process of the SB-2 filings, and would have gotten there anyway. But make the deal sweeter, and ooooh, we might have something here.)
Yet under "certain assets," they remain as two separately traded symbols. (Like ADSX (Applied Digital Solutions), being the majority holder of several publicly traded stocks such as DOC (Digital Angel) and most likely the IPO spin-off of VeriChip that is coming.) The BB company from today’s PR could be the Cyber Tracker, like ADSX's VeriChip, and HISC remains intact. Take a look @ these two sentences from today's PR: "Homeland Integrated Security Systems, Inc. will continue to sell to the Homeland security market in the US and internationally. Homeland Integrated Security Systems will maintain all of its current distribution agreements."
Take a look @ these companies...
About Applied Digital - "The Power of Identification Technology"
Applied Digital develops innovative identification and security products for consumer, commercial, and government sectors worldwide. The Company's unique and often proprietary products provide identification and security systems for people, animals, the food supply, government/military arena, and commercial assets. Included in this diversified product line are RFID applications, end-to-end food safety systems, GPS/Satellite communications, and telecomm and security infrastructure, positioning Applied Digital as the leader in identification technology. Applied Digital is the owner of a majority position in Digital Angel Corporation (AMEX:DOC - News).
About Digital Angel Corporation
Digital Angel Corporation develops and deploys sensor and communications technologies that enable rapid and accurate identification, location tracking, and condition monitoring of high-value assets. Applications for the Company's products include identification and monitoring of humans, pets, fish, poultry and livestock through its patented implantable microchips; location tracking and message monitoring of vehicles and aircraft in remote locations through systems that integrate GPS and geosynchronous satellite communications; and monitoring of asset conditions such as temperature and movement, through advanced miniature sensors.
About VeriChip Corporation
VeriChip Corporation, headquartered in Delray Beach, Florida, develops, markets and sells radio frequency identification, or RFID, systems used to identify, locate and protect people and assets. VeriChip's goal is to become the leading provider of RFID systems for people in the healthcare industry. VeriChip sells passive RFID systems for identification purposes and active RFID system for local-area location and identification purposes. VeriChip recently began to market its VeriMed(TM) patient identification system which is used to rapidly and accurately identify people who arrive in an emergency room and are unable to communicate. VeriChip's VeriMed(TM) patient identification system uses the first human-implantable passive RFID microchip, the implantable VeriChip(TM), cleared for medical use in October 2004 by the United States Food and Drug Administration.
Or, what if the BB company is a hardware manufacturer? The possibility would exist, and certainly makes sense, too.
Ultimately, no matter how this pans out, I’m thinking we’ve got the possibility for two companies operating independently, yet collectively, here. One could even be selling in a certain niche, and the other to somewhere else. (Again, varying the ADSX model: both DOC and VeriChip have implantable microchips but different markets.)
It all makes for an interesting upcoming couple of weeks. Good luck everyone.
AI
