For Tuesday, December 29th
IMSC, SKGO, OPLO, ATNP, FCEC, ZVTK
Our Stocks to Watch tomorrow include Implant Sciences Corp. (OTCBB: IMSC), SkyBridge Technology Group Inc. (OTC: SKGO), OrderPro Logistics Inc. (OTC:OPLO), Atlantis Technology Group (OTC: ATNP), First Chester County Corp. (Nasdaq: FCEC) and Zevotek Inc. (OTC: ZVTK).
IMPLANT SCIENCES CORPORATION (OTC: IMSC)
"Up 252.11% on Monday"
Implant Sciences develops, manufactures and sells sophisticated sensors and systems for the Security, Safety and Defense (SS&D) industries. The Company has developed proprietary technologies used in its commercial portable and bench-top explosive trace detection systems which ship to a growing number of locations domestically and internationally.
December 23 -
Implant Sciences Provides Update on Senior Secured Convertible Promissory Notes, Line of Credit and Financing
Implant Sciences Corporation (OTCBB: IMSC), a supplier of systems and sensors for the homeland security market and related industries, announced that it is continuing to engage in negotiations on financing following the missed payment on the Company’s senior secured promissory notes and revolving promissory note that was due on December 10, 2009.
On December 20, 2009, the Company received written notice from DMRJ Group LLC (“DMRJ”), stating that the Company was in default of its obligations to DMRJ. The Company failed to pay an aggregate of $7,505,678 in principal, together with approximately $149,292 of interest, due on such date to DMRJ upon the maturity of (i) an amended and restate senior secured convertible promissory note dated March 12, 2009, (ii) a senior secured convertible promissory note dated July 1, 2009 and (iii) a revolving promissory note dated September 4, 2009. The Company is currently in negotiations with DMRJ with respect to these defaults.
Additional information can be found in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission.
SKYBRIDGE TECHNOLOGY INCORPORATED (OTC: SKGO)
"Up 160.00% on Monday"
SkyBridge Technology Group, Inc. operates a wireless Internet business in the Southern Nevada. It delivers Internet service over radio wave technology. The company, through its subsidiary, Sierra Pacific Aviation, Inc., offers various services, including personal training of pilots, private air transportation, dealing in purchasing and selling planes for customers, and managing planes owned by individuals and hanger storage of these aircrafts. The company was founded in 2002. It was formerly known as SkyBridge Wireless, Inc. and changed its name to SkyBridge Technology Group, Inc. in 2006. SkyBridge Technology Group is headquartered in Las Vegas, Nevada.
December 7 -
SkyBridge Technology Group Inc. (SKGO) USA Targeted Merger Update
SkyBridge Technology Group Inc. (OTC: SKGO) is providing its followers and shareholders with a brief update vis a vis general business matters and the pending merger.
The company continues with its negotiations with a USA based "green energy" company. This is a company with great potential in the green energy sector. This company maintains presence in Florida and New York. Its marketing plan mission is to brand its product into a household name. The company plans to accomplish this with a large media campaign starting with the United States. At present time they are shooting footage to be shown on several television networks.
The company is also talking to some of the largest celebrities in Hollywood about its mission. The company feels with the help of some of the Stars it can get our word out faster and much more efficiently than just an infomercial and some television ads. SKGO management and its advisors continue working out the details with the USA green energy targeted Merger Company, and should be in a position to make the formal announcement shortly.
A China based second operating subsidiary remains an available option and a possibility for SKGO as well.
ORDERPRO LOGISTICS INC (OTC: OPLO)
OrderPro Logistics, Inc. is dedicated to capturing the potential of the transportation and logistics industry by employing new and innovative processes and technologies. OrderPro Logistics, Inc. can integrate every aspect of customer logistical needs from order entry through successful delivery. Customer priorities, shipment integrity, best quality, and optimization of every load is the objective of supply chain management with OrderPro Logistics, Inc. lowering costs while adding value in process and expanding service options. www.orderprologistics.com
OrderPro Logistics Executes Agreement to Purchase California Transportation Company
OrderPro Logistics, Inc. (OTC:OPLO) has announced recently that it has signed an agreement to purchase CMA Logistics, Inc., headquartered in City of Industry, California. CMA Logistics is a well-established multi-million dollar logistical service provider. CMA offers consolidation, trans-loading, warehousing, storage, and distribution services with locations in Southern California and Houston, Texas. CMA focuses on Pacific Rim import freight, and also maintains a 50,000 square foot terminal facility providing pick and pack, quality control, and sort/segregation services.
Jeffrey Smuda, President of OrderPro Logistics, Inc. states, "Both sides have worked hard to bring this opportunity to the table. CMA is strategically positioned for rapid growth, and our immediate efforts after closing this deal will be focused to that end."
Todd Larsen, President of CMA Logistics, Inc. states, "The strength and experience of this new team combined with our growth strategy will serve as the critical foundation for our success. We look forward to our successful union."
ATLANTIS TECHNOLOGY GROUP INCORPORATED (OTC: ATNP)
"Up 80.49% on Monday"
Atlantis Technology Group was formed to establish privately held and publicly traded technology companies that focus primarily on high-growth investments that are at the leading edge of business and technological innovation.
December 9 -
Atlantis Technology Group CEO Invests Over $100,000 for Global Online Television Corporation
Atlantis Technology Group (OTC: ATNP) CEO, Christopher M Dubeau invests over $100,000 for Global Online Television Corporation's IPTV service. It is the intent of these funds to secure the start up costs for the GOTV IPTV service as well as any contracts that are now in place.
Christopher M Dubeau, CEO states, "I have recently liquidated some of my Atlantis Technology Group positions which I purchased earlier this year and invested all the proceeds from the sale for the GOTV IPTV service. Rather than dilute the shareholders with traditional means of raising capital by increasing the issued and outstanding, we believe it to be more beneficial to the shareholders to liquidate some the positions and invest the proceeds directly into the company."
ABOUT GLOBAL ONLINE TELEVISION (GOTV)
Global Online Television Corporation was originally established by Atlantis Technology Group as a media subsection that would develop research in the advancement of media-based technology. GOTV brings the largest internet protocol television networks together for your home television viewing. IPTV is TV to TV, using standard broadband connections. By using the IPTV and Microsoft Windows Media Player, the video stream is delivered to your home television over broadband internet connection. Any broadband internet connection can be used, so there is no need to change providers. It is fast, simple, and affordable.
FIRST CHESTER COUNTY CORPORATION (NASDAQ: FCEC)
First Chester County Corporation and its wholly owned subsidiary, First National Bank of Chester County, is a financial institution with $1.3 billion in assets and with 23 branch offices located in Chester, Delaware, Lancaster and Cumberland counties. Founded in 1863, First National Bank of Chester County is the eighth oldest national bank in the country. First National provides quality financial services to individuals, businesses, government entities, non profit organizations, and community service groups. Wealth Management and Trust Services are provided through First National Wealth Management, a division of First National Bank of Chester County. For more information, visit www.1nbank.com. Mortgage services are provided through American Home Bank, a division of First National Bank of Chester County. American Home Bank (AHB) has multiple national delivery channels in the retail and wholesale mortgage arena as well as joint venture mortgage partnerships with builders and systems-built manufacturers.
December 28 -
Tower Bancorp, Inc. Announces Acquisition of First Chester County Corporation
Tower Bancorp, Inc. (Nasdaq: TOBC) (“Tower”) and First Chester County Corporation (“First Chester”) (Nasdaq: FCEC) jointly announced the signing of a definitive merger agreement pursuant to which Tower will acquire First Chester in an all-stock transaction valued at approximately $65 million or $10.22 per share.
The transaction, approved by the boards of directors of both companies, further broadens the geographic markets of Tower Bancorp into demographically attractive and contiguous markets predominantly located in the Pennsylvania counties of Chester and Delaware. This transaction will provide Tower with the addition of $1.3 billion in assets including, $958 million in gross loans held for investment, $986 million in deposits as well as 23 branches situated across four counties in southeastern Pennsylvania.
“This acquisition is a continuation of our strategy to expand selectively our geographic footprint in contiguous markets with long-term growth potential,” said Tower Chairman and Chief Executive Officer Andrew S. Samuel. “Upon closing we will be one of central and southeastern Pennsylvania’s largest independent community banks. Moreover, First Chester customers and the local community will benefit from the continued presence and engagement of a locally managed bank.”
Under the terms of the agreement, each First Chester shareholder will receive 0.453 shares of Tower common stock for each First Chester share. The market value as of December 24, 2009 of $10.22 per First Chester share represents 90% of the company’s tangible book value. As described in the definitive merger agreement, the exchange ratio is subject to upward or downward adjustment if loan delinquencies at First Chester increase or decrease beyond specified amounts.
“We believe this transaction will create significant value for First Chester shareholders, both immediately and longer term,” said John A. Featherman III, current Chairman, President and Chief Executive Officer of First Chester. “In addition, both institutions share a similar culture and have a strong commitment to their respective communities.”
Management anticipates that there will be no branch closures. Tower expects to achieve 15% cost savings, or approximately $12 million, through the reduction of administrative and operational redundancies. Additionally, Tower expects that this acquisition will immediately be significantly accretive to earnings per share.
As part of the definitive agreement, Tower’s subsidiary bank, Graystone Tower Bank, has agreed to increase its lending facility with First Chester to up to $26 million as well as to purchase up to $100 million of residential mortgage and commercial loans from First National Bank of Chester County in order for the bank to satisfy the regulatory capital requirements of the Office of the Comptroller of the Currency (the “OCC”).
Upon closing of the First Chester acquisition, on a pro forma basis, Tower will continue to maintain regulatory capital ratios in excess of the “well-capitalized” level. Neither Tower nor First Chester elected to receive funds under the US Treasury’s Capital Purchase Program. In order to maintain Tower’s well-capitalized position, the merger agreement provides specific protections in the event of an increase in First Chester’s loan delinquencies prior to closing.
It is anticipated that the transaction will be completed during the second quarter of 2010, pending regulatory approvals, the approval of the shareholders of both Tower and First Chester, and the satisfaction of other closing conditions.
Tower was advised by the investment banking firm of Keefe Bruyette and Woods, as well as the law firm of Rhoads & Sinon LLP. First Chester was advised by the investment banking firm of Sandler O’Neill and Partners and the law firm of Hogan & Hartson LLP.
The proposed transaction will be submitted to the shareholders of First Chester and Tower for their consideration and approval. In connection with the proposed transaction, Tower will be filing with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 which will include a joint proxy statement/prospectus and other relevant documents to be distributed to the shareholders of Tower and First Chester. Investors are urged to read the registration statement and the joint proxy statement/prospectus regarding the proposed transaction when it becomes available and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important information. Investors will be able to obtain a free copy of the joint proxy statement/prospectus, as well as other flings containing information about Tower and First Chester, free of charge from the SEC’s Internet site (www.sec.gov), by contacting Tower Bancorp, Inc., 112 Market Street, Harrisburg, Pennsylvania 17101, Attention: Brent Smith, Investor Relations, telephone 717-724-4666 or by contacting First Chester Financial Corporation, 9 North High Street, West Chester, Pennsylvania 19381, Attention: John Stoddart, Investor Relations, telephone 484-881-4141. INVESTORS SHOULD READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS TO BE FILED WITH THE SEC CAREFULLY BEFORE MAKING A DECISION CONCERNING THE TRANSACTION.
Tower, First Chester and their respective directors, executive officers, and certain other members of management and employees may be soliciting proxies from Tower and First Chester shareholders in favor of the transaction. Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of the Tower and First Chester shareholders in connection with the proposed transaction will be set forth in the joint proxy statement/prospectus when it is filed with the SEC. You can find information about Tower’s executive officers and directors in its most recent proxy statement filed with the SEC, which is available at the SEC’s Internet site (www.sec.gov). Information about First Chester’s executive officers and directors is set forth in its most recent proxy statement filed with the SEC, which is available at the SEC’s Internet site. You can also obtain free copies of these documents from Tower or First Chester, as appropriate, using the contact information above.
This document is not an offer to sell shares of Tower’s securities which may be issued in the proposed transaction. Such securities are offered only by means of the joint proxy statement/prospectus referred to above.
ABOUT TOWER BANCORP, INC.
Tower Bancorp, Inc. is the parent company of Graystone Tower Bank, a full-service community bank operating 27 branch offices in central Pennsylvania and Maryland through two divisions, Graystone Bank and Tower Bank. With total assets of approximately $1.4 billion, the company's unparalleled competitive advantage is its 300 employees and a strong corporate culture paired with a clear vision that has provided customers with uncompromising services and individualized solutions to every financial need. Tower Bancorp Inc.'s Common Stock is listed on the NASDAQ Global Market under the symbol "TOBC."
ZEVOTEK INCORPORATED (OTC: ZVTK)
"Up 47.37% on Monday"
Zevotek, Inc. plans to market and sell independently a range of distinct and independent lines of home care and household products. In May 2007, the company entered into a license agreement to sell an energy saving compact fluorescent light bulb named the Ionic Bulb. The company plans to market the Ionic Bulb through TV infomercials, catalogs, magazines and major U.S. retail and specialty stores.
December 28 -
Zevotek Announces 'Smooth Launch' for Ionic Bulb Sales
Zevotek, Inc. (OTC: ZVTK) (Frankfurt: T5V1), a worldwide direct marketer and distributor of innovative personal and home care items, today announced that starting December 28, it will air its new 2-minute Ionic Bulb TV infomercial on U.S. cable channels. The Company announced that it is buying TV airtime to run the Ionic Bulb ad about 50 times between December 28, 2009 and January 3, 2010, with the ad expected to appear on FOXNews, Hallmark Movie Channel, History International, DIY Network, Planet Green, SOAPnet and New England Cable News Network. TV viewers of the Ionic Bulb infomercial will have a choice of calling a toll-free number to place orders for Ionic Bulbs or visiting www.newionicbulb.com to place orders online.
Commenting on the announcement, Zevotek's CEO, Adam Engel, said, "We have been building the business to launch the Ionic Bulb TV campaign and now we are on the launch pad. I am excited to start airing our infomercial on a variety of popular cable channels. The ads will showcase the Ionic Bulb to a wide range of American TV audiences. I look forward to announcing airtimes for Ionic Bulb ads running next week and for the ads that will run in January on these and other major TV channels."
The Ionic Bulb is designed for consumer use by combining the performance features of ionic air cleaning technology with those of a 10,000 hour reduced energy use compact fluorescent light bulb (CFL). Mr. Engel added, "I believe Zevotek's Ionic Bulb is the right product at the right time. Ionic Bulbs deliver the money saving value that U.S. consumers want while improving indoor air quality and helping consumers go green. The Ionic Bulb order is the CFL equivalent of a 100 watt bulb equipped with Zevotek's exclusively licensed ionizing technology."