Kirchner and Company, Inc. acted as M&A Advisor and Agent to Elcotech Technologies Inc.
Montreal, Quebec, 14 April 2009 – [All amounts are in Canadian dollars unless otherwise indicated.]Management of GLV Inc. (“GLV” or the “Company”; ticker symbols GLV.A, GLV.B / TSX) is pleased to announce the acquisition of certain assets of Elcotech Technologies Inc. (“Elcotech”), a young company based in Boucherville (Quebec, Canada). The acquisition primarily covers the intellectual property rights and patents related to the equipment line using the state-of-the-art municipal and industrial wastewater sludge treatment technology developed by Elcotech.
Municipal and industrial wastewater sludge is 75% to 90% water. However, conventional mechanical dewatering technologies can only extract the free water (i.e., the water not adsorbed by biosolids), with the result that the water content of the residual material remains high, at 65% to 85%. Certain thermal processes yield better dewatering rates through water evaporation, but these processes are costly in terms of capital and energy. Elcotech’s technology has the advantage of using electro-osmosis to separate water molecules from biosolids, thereby reducing substantially the residual material volume with minimal energy consumption. In addition, the technology can eliminate pathogens and odours, resulting in a higher-quality biomass that could be used for agricultural land spreading or as biofuel for the production of green energy. To date, a few industrial companies have acquired Elcotech’s electro-dewatering equipment, the performance of which has impressed the wastewater sludge treatment experts working for GLV’s Water Treatment Group (Eimco Water Technologies).
“We are very pleased with this acquisition, which is fully consistent with our commitment to provide our customers with increasingly high-performance, economical and ecological solutions. With its exceptional features, Elcotech’s technology is ideally suited to sectors with particularly challenging sludge processing needs, including the food and beverage industry, the pulp and paper industry, the textile industry and the municipal sector. In addition, this easy-to-use, easy-to-maintain and energy-efficient equipment fits perfectly into our existing technological portfolio and can be marketed in substantially all our business segments. This acquisition thereby enhances our ability to provide our customers with comprehensive solutions, while also enabling them to lower their landfill costs or, better yet, to produce green biomass-based energy. We intend to leverage our international engineering and sales network in order to maximize the benefits of this strategic acquisition for our Water Treatment Group,” indicated Richard Verreault, President and Chief Operating Officer of GLV.
A Third Strategic Transaction in Less Than Three Months for the Water Treatment Group
The acquisition of Elcotech takes place following two other business agreements recently concluded by GLV in order to expand the Water Treatment Group’s presence in targeted markets and to integrate new eco-friendly and high performance technologies into its product offering. In January 2009, GLV announced the creation of Global Water & Energy, LLC (“GW&E”), an Austin, Texas, based joint venture 70%-owned by GLV. GW&E holds an exclusive and perpetual license to market state-of-the-art anaerobic digestion technologies for the treatment of industrial wastewater and for the conversion of the biogas generated by the process to produce green energy. In the short term, GW&E will primarily target the North American food and beverage processing industry and certain other key sectors. Last January, GLV also announced it has been granted an exclusive licence to sell and distribute the advanced digester sludge mixing technology developed by the company Enersave Fluid Mixers Inc., for the U.S. and Canadian municipal sludge treatment market. This economical, ecological and user-friendly technology notably requires up to 80% less power than conventional processes.
About GLV Inc.
GLV Inc. is a leading global provider of technological solutions used in water treatment and pulp and paper production. Its Water Treatment Group (also known worldwide as “Eimco Water Technologies”) specializes in the design and international marketing of solutions for the treatment and re-use of municipal and industrial wastewater and water used in various industrial processes. It also offers water intake screening solutions for power stations and desalination plants. With its extensive technological portfolio, the group is positioned to provide comprehensive solutions for the filtration, clarification, treatment and purification of water that will either be returned into the environment, or be re-used in various industrial processes or for domestic purposes. Its Pulp and Paper Group specializes in the design and global marketing of equipment and systems used in various stages of pulp and paper production, notably chemical pulping, pulp preparation and sheet formation and finishing. This group ranks among the foremost players in its industry and is a recognized leader in rebuilding, upgrading and optimization services for existing equipment, as well as the sale of spare parts. GLV is present in some 30 countries and has approximately 1,700 employees.
-30-
For information:
Marc Barbeau, C.A.
Executive Vice-President and Chief Financial Officer
Tel: (514) 284-2224; email: marc.barbeau@glv.com
www.glv.com
Kirchner and Company, Inc. acted as M&A Advisor and Agent to ECI.
Boisbriand, Quebec, 2 July 2008 – ECI President, Gary Whittaker, announced today that his company has sold its energy business to a company owned by Hubbell Power Systems (HPS) of Columbia, S. Carolina.
The sale includes its plant in St Jerome, QC and all equipment, trademarks and patents associated with its HV bushing business and its LV epoxy molding products. Employees of Electro Composites Inc, ECI’s energy subsidiary, have transferred to the new company, Electro Composites 2008 U.L.C. HPS intends to maintain and grow operations in Quebec and will expand sales of ECI solid cast insulation through the ECI sales force and its own extensive sales network.
ECI will continue to operate its defence products business from its remaining plants in St Janvier and Drummondville, both near Montreal, Qc. ECI’s subsidiary, ACM Composites Inc, is not affected and will continue offering custom molded thermo-set products to its customers in the energy, defence and transport sectors.
Kirchner and Company, Inc. acted as M&A Advisor and Agent to Warnex Inc.
Laval, Quebec – 5 July 2007 – Warnex Inc. (TSX: WNX) today announced that it has sold the assets of its pathogen detection business to AES Laboratoire, a leading French manufacturer and supplier of laboratory equipment based in Bruz, France. The transfer of assets was effective as of June 28, 2007.
“The sale of these assets is part of Warnex’s previously announced strategy to divest of the pathogen detection business and to focus on laboratory services,” said Mark Busgang, President and CEO of Warnex. “We believe that we have developed a robust, state-of-the-art technology and that this business will be an optimal fit for AES Laboratoire. Warnex will assist in the smooth transition of clients to AES Laboratoire in order to provide uninterrupted service to customers.”
Warnex sold the assets related to its pathogen detection technology from its subsidiaries Warnex Research Inc. and Warnex Diagnostics Inc. for the total price of $900,000 in cash, one third to be paid on closing and one third to be paid on each of the first and second anniversary dates of the closing. Kirchner & Company, Inc., a U.S.-based investment banking firm, acted as agent in this sale. As part of this agreement, Warnex will rent to AES Laboratoire 4,340 square feet of production facilities and laboratory space for a period of up to two years.
About Warnex
Warnex (www.warnex.ca) is a life sciences company devoted to protecting public health by providing laboratory services to the pharmaceutical and healthcare sectors. Warnex’s analytical services division provides pharmaceutical and biotechnology companies with a variety of quality control services, including traditional chemistry, chromatography, microbiology, method development and validation, and stability studies. Warnex’s bioanalytical services division specializes in bioequivalence and bioavailability studies for clinical trials. Warnex’s medical laboratories division focuses on genetic and biochemical testing for the healthcare industry and has extensive expertise in genetic testing for human identification, molecular diagnostics, and pharmacogenetics.
About AES Laboratoire
The AES Laboratoire Group is the first manufacturer having developed since 1980 a full line of tools for microbiology laboratories, from sample collection to results. It is one of the rare companies that can supply customers with a complete range of products and services by creating, producing and distributing tests, scientific equipments, automates and software for the analysis of contaminants. The group has gained a proven experience in mastering different technologies like flow- and laser scanning-cytometry, molecular biology, culture media or metrology and serves a number of key industries including: food & pharmaceutical manufacturing, cosmetics & personal care products, semiconductor, water, veterinary/livestock production, environmental and clinical. The group is growing on an international basis through a worldwide distributor network.
About Kirchner and Company
Kirchner and Company, Inc. is a boutique investment banking firm known for its operational approach and longstanding record of successful transactions. The firm’s partners, located throughout North America, have extensive backgrounds running private and public companies and are experts in identifying hidden value. The company offers small and mid-sized companies one-stop shopping for highly-specialized corporate finance services, including mergers and acquisition, assessments, and advisory. Clients have seamless access to associated services through Kirchner Private Capital Group. The Group unites specialties in investment management, transition management, and investment banking. For more information contact: Andy Agrawal at aagrawal@kirchnerandco.com or visit our websites: www.kirchnerandco.com and www.kirchnerpcg.com.
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this news release are forward-looking and are subject to numerous risks and uncertainties, known and unknown. For information identifying known risks and uncertainties, relating to the early commercialization of Warnex products, intellectual property and licensing, R&D of new Warnex products, integration of acquisitions, manufacturing and laboratory facilities, suppliers, key employees, key customers and business partners, financial resources and credit risk, government regulations, foreign currency risk, volatility of share price, strategic alternatives for the pathogen detection division, and other important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the heading Risks and Uncertainties in the Management’s Discussion and Analysis for the first quarter ended March 31, 2007, which can be found at www.sedar.com. Consequently, actual results may differ materially from the anticipated results expressed in these forward-looking statements.
Kirchner and Company, Inc. acted as M&A Advisor and Agent to NxtPhase T&D Corporation.
Vancouver, British Columbia 28, June 2007 – NxtPhase T&D Corporation, a leading provider of digital and fiber optic solutions for the electric power industry, today announced the sale of its relay and recorder (R&R) business unit to Easun Reyrolle Limited of India. The sale of the R&R business will allow NxtPhase to focus on its rapidly growing optical business.
“In our early years, it made sense to manage two businesses as we matured the optical current and voltage sensing products” remarked Andrea Johnston, CEO of NxtPhase T&D Corporation, “but over the last few years we have seen sales of optical sensor products take off. We are focusing all of our management, development and production resources on the optical sensors. Divesting the R&R business to a company focusing in protection will allow both businesses to reach their full potential.”
“Interest in, and demand for NxtPhase current and voltage sensors has grown on a global basis,” stated Steve Dolling, Director of Business Development, “The sensors have size, performance, safety and environmental benefits over conventional instrument transformers, and now we are seeing digital output as a key market driver through the next decade and beyond.”
NxtPhase’s patented optical sensing product lines offer more accurate digital information, broader dynamic range, wider bandwidth, improved safety, and environmental benefits compared with conventional technologies. For more information on installations of NxtPhase’s NXVT voltage sensor, NXCT current sensor and NXVCT combined voltage/current sensor over the range of transmission voltages up to 550 kV, visit: www.nxtphase.com/sub-products-optical.htm
Under the purchase agreement, Easun Reyrolle will acquire all assets including intellectual property and liabilities of the R&R division. This business will now be carried out through ERLPhase Power Technologies Ltd., a wholly owned Canadian subsidiary of Easun Reyrolle Limited.
About NxtPhase T&D Corporation:
NxtPhase T&D Corporation develops, manufactures, and markets optical sensors that are designed to change the way high-voltage electric power is managed in a competitive electric power industry. Optical current and voltage sensing products offer more accurate digital information, broader dynamic range, wider bandwidth, improved safety, and significant environmental benefits compared with conventional technologies. NxtPhase T&D Corporation is a privately held company with sales and manufacturing operations in the U.S. and Canada. Find out more about innovative NxtPhase solutions at www.nxtphase.com.
This release may contain statements about expected future events and financial results that are forward-looking and subject to risks and uncertainties. Actual results may differ materially from those projected in forward-looking statements. NxtPhase T&D Corporation believes that its primary risk factors include, but are not limited to: capital requirements, risks associated with growth, technological developments, operational income, dependence on third party contractors and suppliers, competition, reliance on key personnel and regulatory policy.
Contact:
Mabel Louie
Marketing Communications Specialist
NxtPhase T&D Corporation
604-215-9822 ext. 253
mlouie@nxtphase.com
Kirchner and Company Inc. has been engaged as investment advisor and agent to Warnex Inc.
Laval, Quebec, 11 December 2006 – Warnex Inc. (TSX: WNX) today announced that it has decided to explore strategic alternatives for its pathogen detection business including partnerships, joint ventures or the sale of this business, in order to enhance shareholder value. The Company has mandated a U.S.-based investment banking firm, Kirchner & Company, Inc., to act as its agent in this process.
“We take considerable pride in the technology we have developed and believe that our system is the best food safety technology available. Ensuring the pathogen detection system achieves its full commercial potential, however, ultimately requires a wider distribution platform than we can provide. Therefore, in order to ensure its long-term success, we have decided to explore strategic alternatives for this part of our business,” said Mark Busgang, President and CEO of Warnex. “Looking forward, our goal is to be focused on our laboratory services divisions. Our analytical, bioanalytical and medical laboratory divisions have always been profitable and have generated a strong 5-year compound annual revenue growth rate of 43%. With two acquisitions completed in 2006, we are looking forward to strong organic growth as well as additional acquisitions in the profitable laboratory services sector.”
The Warnex(TM) Rapid Pathogen Detection System, based on real-time PCR technology, offers a versatile detection and quantification platform that provides accurate results within 3 to 48 hours, a significant improvement over traditional microbiology tests that require 5 to 7 days. This business, which is based on a recurring revenue model, has realized over 60% growth in reagent revenues in the last year. With three European distributors, an initial customer base in North America and a strategic alliance with Eppendorf, a global leader in the laboratory equipment market, this operation provides an attractive business opportunity.
Warnex provides no assurance that the initiation of a process to explore strategic alternatives will result in a transaction. No decision has been made to enter into any transaction at this time. The Company does not currently intend to disclose developments with respect to the exploration of strategic alternatives unless and until its Board of Directors has approved a specific transaction.
About Warnex
Warnex (www.warnex.ca) is a biotechnology company devoted to protecting public health by providing advanced diagnostic products and science-based services to the agri-food, pharmaceutical and healthcare sectors. Warnex’s DNA-based technology offers a versatile detection platform that produces accurate results rapidly, using Real-Time PCR technology combined with unique genetic markers and software. With a focus on pathogen detection in food, our development pipeline also includes applications in GMO testing and meat speciation, as well as in the detection of viruses, yeasts and moulds. Warnex’s analytical, bioanalytical, and medical laboratory service groups offer a variety of quality control services, method development and validation, contract R&D, bioavailability and bioequivalence studies for clinical trials, and medical laboratory testing. Warnex is a trademark of Warnex Inc., Laval, Quebec.
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this news release are forward-looking and are subject to numerous risks and uncertainties, known and unknown. For information identifying known risks and uncertainties, relating to the early commercialization of Warnex products, intellectual property and licensing, R&D of new Warnex products, integration of acquisitions, manufacturing and laboratory facilities, suppliers, key employees, key customers and business partners, financial resources and credit risk, government regulations, foreign currency risk and volatility of share price, and other important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the heading Risks and Uncertainties in the Management’s Discussion and Analysis for the third quarter ended September 30, 2006, which can be found at www.sedar.com. Consequently, actual results may differ materially from the anticipated results expressed in these forward-looking statements.
Kirchner Transition Management is a shareholder in Clean Air Power and acted as an advisor and interim CEO of Clean Air Power in a project from October 2004 through August 2005, working with an Executive Committee of the Board to strengthen and build the business, reduce costs, relocate the headquarters to the U.K., and assist the Board in hiring a permanent UK CEO. We also assisted in the presentations and discussions with investment bankers regarding listing the company on AIM.
28 February 2006 – Clean Air Power (AIM:CAP), the company behind Dual-FuelTM technology, is pleased to announce its successful flotation on AIM today, in conjunction with a placing of 10,000,000 common shares at 100p pence per common share, raising £10.0m (gross). Clean Air Power will have a market capitalisation of approximately £26.3 million at the placing price on admission.
Clean Air Power provides Dual-FuelTM technology that enables heavy-duty diesel engines to operate on a combination of diesel and natural gas without jeopardising diesel engine performance. The current and forecast cost differential between diesel and natural gas provides significant fuel cost savings to operators and there is further benefit in the emissions reduction associated with natural gas vehicles.
Management, significantly enhanced in 2005 and early 2006 with the addition of John Pettitt as CEO, Steve Whelan as Technology Director and Peter Rowse as Financial Director, have strong commercial and technical expertise including 25 years’ collective experience in diesel engineering and Dual-FuelTM technology. Chairman Rodney Westhead is chairman of Carter & Carter plc and a senior non-executive director of Mouchelparkman plc and has served as Group Chief Executive of Ricardo plc.
John Pettitt, Chief Executive Officer, commenting on Clean Air Power’s admission to AIM, said:
“Our unique technology offers operators an opportunity to realise highly significant cost savings. The prospects for developing our presence in UK, Australian and US markets are exciting and we look forward to delivering reductions in both costs and emissions to customers.”
For further details
Clean Air Power John Pettitt, Chief Executive Peter Rowse, Finance Director
Tel: +44 (0) 1772 624499 Buchanan Communications Charles Ryland/Ben Willey/Elly Williamson
Tel: +44 (0)20 7466 5000 Canaccord Adams Robert Finlay/Erin Needra
Tel: +44 (0)20 7518 2777
Kirchner and Company, Inc. acted as M&A Advisor and Agent to Elcotech Technologies Inc.
Montreal, Quebec, 14 April 2009 – [All amounts are in Canadian dollars unless otherwise indicated.]Management of GLV Inc. (“GLV” or the “Company”; ticker symbols GLV.A, GLV.B / TSX) is pleased to announce the acquisition of certain assets of Elcotech Technologies Inc. (“Elcotech”), a young company based in Boucherville (Quebec, Canada). The acquisition primarily covers the intellectual property rights and patents related to the equipment line using the state-of-the-art municipal and industrial wastewater sludge treatment technology developed by Elcotech.
Municipal and industrial wastewater sludge is 75% to 90% water. However, conventional mechanical dewatering technologies can only extract the free water (i.e., the water not adsorbed by biosolids), with the result that the water content of the residual material remains high, at 65% to 85%. Certain thermal processes yield better dewatering rates through water evaporation, but these processes are costly in terms of capital and energy. Elcotech’s technology has the advantage of using electro-osmosis to separate water molecules from biosolids, thereby reducing substantially the residual material volume with minimal energy consumption. In addition, the technology can eliminate pathogens and odours, resulting in a higher-quality biomass that could be used for agricultural land spreading or as biofuel for the production of green energy. To date, a few industrial companies have acquired Elcotech’s electro-dewatering equipment, the performance of which has impressed the wastewater sludge treatment experts working for GLV’s Water Treatment Group (Eimco Water Technologies).
“We are very pleased with this acquisition, which is fully consistent with our commitment to provide our customers with increasingly high-performance, economical and ecological solutions. With its exceptional features, Elcotech’s technology is ideally suited to sectors with particularly challenging sludge processing needs, including the food and beverage industry, the pulp and paper industry, the textile industry and the municipal sector. In addition, this easy-to-use, easy-to-maintain and energy-efficient equipment fits perfectly into our existing technological portfolio and can be marketed in substantially all our business segments. This acquisition thereby enhances our ability to provide our customers with comprehensive solutions, while also enabling them to lower their landfill costs or, better yet, to produce green biomass-based energy. We intend to leverage our international engineering and sales network in order to maximize the benefits of this strategic acquisition for our Water Treatment Group,” indicated Richard Verreault, President and Chief Operating Officer of GLV.
A Third Strategic Transaction in Less Than Three Months for the Water Treatment Group
The acquisition of Elcotech takes place following two other business agreements recently concluded by GLV in order to expand the Water Treatment Group’s presence in targeted markets and to integrate new eco-friendly and high performance technologies into its product offering. In January 2009, GLV announced the creation of Global Water & Energy, LLC (“GW&E”), an Austin, Texas, based joint venture 70%-owned by GLV. GW&E holds an exclusive and perpetual license to market state-of-the-art anaerobic digestion technologies for the treatment of industrial wastewater and for the conversion of the biogas generated by the process to produce green energy. In the short term, GW&E will primarily target the North American food and beverage processing industry and certain other key sectors. Last January, GLV also announced it has been granted an exclusive licence to sell and distribute the advanced digester sludge mixing technology developed by the company Enersave Fluid Mixers Inc., for the U.S. and Canadian municipal sludge treatment market. This economical, ecological and user-friendly technology notably requires up to 80% less power than conventional processes.
About GLV Inc.
GLV Inc. is a leading global provider of technological solutions used in water treatment and pulp and paper production. Its Water Treatment Group (also known worldwide as “Eimco Water Technologies”) specializes in the design and international marketing of solutions for the treatment and re-use of municipal and industrial wastewater and water used in various industrial processes. It also offers water intake screening solutions for power stations and desalination plants. With its extensive technological portfolio, the group is positioned to provide comprehensive solutions for the filtration, clarification, treatment and purification of water that will either be returned into the environment, or be re-used in various industrial processes or for domestic purposes. Its Pulp and Paper Group specializes in the design and global marketing of equipment and systems used in various stages of pulp and paper production, notably chemical pulping, pulp preparation and sheet formation and finishing. This group ranks among the foremost players in its industry and is a recognized leader in rebuilding, upgrading and optimization services for existing equipment, as well as the sale of spare parts. GLV is present in some 30 countries and has approximately 1,700 employees.
-30-
For information:
Marc Barbeau, C.A.
Executive Vice-President and Chief Financial Officer
Tel: (514) 284-2224; email: marc.barbeau@glv.com
www.glv.com
Kirchner and Company, Inc. acted as M&A Advisor and Agent to ECI.
Boisbriand, Quebec, 2 July 2008 – ECI President, Gary Whittaker, announced today that his company has sold its energy business to a company owned by Hubbell Power Systems (HPS) of Columbia, S. Carolina.
The sale includes its plant in St Jerome, QC and all equipment, trademarks and patents associated with its HV bushing business and its LV epoxy molding products. Employees of Electro Composites Inc, ECI’s energy subsidiary, have transferred to the new company, Electro Composites 2008 U.L.C. HPS intends to maintain and grow operations in Quebec and will expand sales of ECI solid cast insulation through the ECI sales force and its own extensive sales network.
ECI will continue to operate its defence products business from its remaining plants in St Janvier and Drummondville, both near Montreal, Qc. ECI’s subsidiary, ACM Composites Inc, is not affected and will continue offering custom molded thermo-set products to its customers in the energy, defence and transport sectors.
Kirchner and Company, Inc. acted as M&A Advisor and Agent to Warnex Inc.
Laval, Quebec – 5 July 2007 – Warnex Inc. (TSX: WNX) today announced that it has sold the assets of its pathogen detection business to AES Laboratoire, a leading French manufacturer and supplier of laboratory equipment based in Bruz, France. The transfer of assets was effective as of June 28, 2007.
“The sale of these assets is part of Warnex’s previously announced strategy to divest of the pathogen detection business and to focus on laboratory services,” said Mark Busgang, President and CEO of Warnex. “We believe that we have developed a robust, state-of-the-art technology and that this business will be an optimal fit for AES Laboratoire. Warnex will assist in the smooth transition of clients to AES Laboratoire in order to provide uninterrupted service to customers.”
Warnex sold the assets related to its pathogen detection technology from its subsidiaries Warnex Research Inc. and Warnex Diagnostics Inc. for the total price of $900,000 in cash, one third to be paid on closing and one third to be paid on each of the first and second anniversary dates of the closing. Kirchner & Company, Inc., a U.S.-based investment banking firm, acted as agent in this sale. As part of this agreement, Warnex will rent to AES Laboratoire 4,340 square feet of production facilities and laboratory space for a period of up to two years.
About Warnex
Warnex (www.warnex.ca) is a life sciences company devoted to protecting public health by providing laboratory services to the pharmaceutical and healthcare sectors. Warnex’s analytical services division provides pharmaceutical and biotechnology companies with a variety of quality control services, including traditional chemistry, chromatography, microbiology, method development and validation, and stability studies. Warnex’s bioanalytical services division specializes in bioequivalence and bioavailability studies for clinical trials. Warnex’s medical laboratories division focuses on genetic and biochemical testing for the healthcare industry and has extensive expertise in genetic testing for human identification, molecular diagnostics, and pharmacogenetics.
About AES Laboratoire
The AES Laboratoire Group is the first manufacturer having developed since 1980 a full line of tools for microbiology laboratories, from sample collection to results. It is one of the rare companies that can supply customers with a complete range of products and services by creating, producing and distributing tests, scientific equipments, automates and software for the analysis of contaminants. The group has gained a proven experience in mastering different technologies like flow- and laser scanning-cytometry, molecular biology, culture media or metrology and serves a number of key industries including: food & pharmaceutical manufacturing, cosmetics & personal care products, semiconductor, water, veterinary/livestock production, environmental and clinical. The group is growing on an international basis through a worldwide distributor network.
About Kirchner and Company
Kirchner and Company, Inc. is a boutique investment banking firm known for its operational approach and longstanding record of successful transactions. The firm’s partners, located throughout North America, have extensive backgrounds running private and public companies and are experts in identifying hidden value. The company offers small and mid-sized companies one-stop shopping for highly-specialized corporate finance services, including mergers and acquisition, assessments, and advisory. Clients have seamless access to associated services through Kirchner Private Capital Group. The Group unites specialties in investment management, transition management, and investment banking. For more information contact: Andy Agrawal at aagrawal@kirchnerandco.com or visit our websites: www.kirchnerandco.com and www.kirchnerpcg.com.
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this news release are forward-looking and are subject to numerous risks and uncertainties, known and unknown. For information identifying known risks and uncertainties, relating to the early commercialization of Warnex products, intellectual property and licensing, R&D of new Warnex products, integration of acquisitions, manufacturing and laboratory facilities, suppliers, key employees, key customers and business partners, financial resources and credit risk, government regulations, foreign currency risk, volatility of share price, strategic alternatives for the pathogen detection division, and other important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the heading Risks and Uncertainties in the Management’s Discussion and Analysis for the first quarter ended March 31, 2007, which can be found at www.sedar.com. Consequently, actual results may differ materially from the anticipated results expressed in these forward-looking statements.
Kirchner and Company, Inc. acted as M&A Advisor and Agent to NxtPhase T&D Corporation.
Vancouver, British Columbia 28, June 2007 – NxtPhase T&D Corporation, a leading provider of digital and fiber optic solutions for the electric power industry, today announced the sale of its relay and recorder (R&R) business unit to Easun Reyrolle Limited of India. The sale of the R&R business will allow NxtPhase to focus on its rapidly growing optical business.
“In our early years, it made sense to manage two businesses as we matured the optical current and voltage sensing products” remarked Andrea Johnston, CEO of NxtPhase T&D Corporation, “but over the last few years we have seen sales of optical sensor products take off. We are focusing all of our management, development and production resources on the optical sensors. Divesting the R&R business to a company focusing in protection will allow both businesses to reach their full potential.”
“Interest in, and demand for NxtPhase current and voltage sensors has grown on a global basis,” stated Steve Dolling, Director of Business Development, “The sensors have size, performance, safety and environmental benefits over conventional instrument transformers, and now we are seeing digital output as a key market driver through the next decade and beyond.”
NxtPhase’s patented optical sensing product lines offer more accurate digital information, broader dynamic range, wider bandwidth, improved safety, and environmental benefits compared with conventional technologies. For more information on installations of NxtPhase’s NXVT voltage sensor, NXCT current sensor and NXVCT combined voltage/current sensor over the range of transmission voltages up to 550 kV, visit: www.nxtphase.com/sub-products-optical.htm
Under the purchase agreement, Easun Reyrolle will acquire all assets including intellectual property and liabilities of the R&R division. This business will now be carried out through ERLPhase Power Technologies Ltd., a wholly owned Canadian subsidiary of Easun Reyrolle Limited.
About NxtPhase T&D Corporation:
NxtPhase T&D Corporation develops, manufactures, and markets optical sensors that are designed to change the way high-voltage electric power is managed in a competitive electric power industry. Optical current and voltage sensing products offer more accurate digital information, broader dynamic range, wider bandwidth, improved safety, and significant environmental benefits compared with conventional technologies. NxtPhase T&D Corporation is a privately held company with sales and manufacturing operations in the U.S. and Canada. Find out more about innovative NxtPhase solutions at www.nxtphase.com.
This release may contain statements about expected future events and financial results that are forward-looking and subject to risks and uncertainties. Actual results may differ materially from those projected in forward-looking statements. NxtPhase T&D Corporation believes that its primary risk factors include, but are not limited to: capital requirements, risks associated with growth, technological developments, operational income, dependence on third party contractors and suppliers, competition, reliance on key personnel and regulatory policy.
Contact:
Mabel Louie
Marketing Communications Specialist
NxtPhase T&D Corporation
604-215-9822 ext. 253
mlouie@nxtphase.com
Kirchner and Company Inc. has been engaged as investment advisor and agent to Warnex Inc.
Laval, Quebec, 11 December 2006 – Warnex Inc. (TSX: WNX) today announced that it has decided to explore strategic alternatives for its pathogen detection business including partnerships, joint ventures or the sale of this business, in order to enhance shareholder value. The Company has mandated a U.S.-based investment banking firm, Kirchner & Company, Inc., to act as its agent in this process.
“We take considerable pride in the technology we have developed and believe that our system is the best food safety technology available. Ensuring the pathogen detection system achieves its full commercial potential, however, ultimately requires a wider distribution platform than we can provide. Therefore, in order to ensure its long-term success, we have decided to explore strategic alternatives for this part of our business,” said Mark Busgang, President and CEO of Warnex. “Looking forward, our goal is to be focused on our laboratory services divisions. Our analytical, bioanalytical and medical laboratory divisions have always been profitable and have generated a strong 5-year compound annual revenue growth rate of 43%. With two acquisitions completed in 2006, we are looking forward to strong organic growth as well as additional acquisitions in the profitable laboratory services sector.”
The Warnex(TM) Rapid Pathogen Detection System, based on real-time PCR technology, offers a versatile detection and quantification platform that provides accurate results within 3 to 48 hours, a significant improvement over traditional microbiology tests that require 5 to 7 days. This business, which is based on a recurring revenue model, has realized over 60% growth in reagent revenues in the last year. With three European distributors, an initial customer base in North America and a strategic alliance with Eppendorf, a global leader in the laboratory equipment market, this operation provides an attractive business opportunity.
Warnex provides no assurance that the initiation of a process to explore strategic alternatives will result in a transaction. No decision has been made to enter into any transaction at this time. The Company does not currently intend to disclose developments with respect to the exploration of strategic alternatives unless and until its Board of Directors has approved a specific transaction.
About Warnex
Warnex (www.warnex.ca) is a biotechnology company devoted to protecting public health by providing advanced diagnostic products and science-based services to the agri-food, pharmaceutical and healthcare sectors. Warnex’s DNA-based technology offers a versatile detection platform that produces accurate results rapidly, using Real-Time PCR technology combined with unique genetic markers and software. With a focus on pathogen detection in food, our development pipeline also includes applications in GMO testing and meat speciation, as well as in the detection of viruses, yeasts and moulds. Warnex’s analytical, bioanalytical, and medical laboratory service groups offer a variety of quality control services, method development and validation, contract R&D, bioavailability and bioequivalence studies for clinical trials, and medical laboratory testing. Warnex is a trademark of Warnex Inc., Laval, Quebec.
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this news release are forward-looking and are subject to numerous risks and uncertainties, known and unknown. For information identifying known risks and uncertainties, relating to the early commercialization of Warnex products, intellectual property and licensing, R&D of new Warnex products, integration of acquisitions, manufacturing and laboratory facilities, suppliers, key employees, key customers and business partners, financial resources and credit risk, government regulations, foreign currency risk and volatility of share price, and other important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the heading Risks and Uncertainties in the Management’s Discussion and Analysis for the third quarter ended September 30, 2006, which can be found at www.sedar.com. Consequently, actual results may differ materially from the anticipated results expressed in these forward-looking statements.
Kirchner Transition Management is a shareholder in Clean Air Power and acted as an advisor and interim CEO of Clean Air Power in a project from October 2004 through August 2005, working with an Executive Committee of the Board to strengthen and build the business, reduce costs, relocate the headquarters to the U.K., and assist the Board in hiring a permanent UK CEO. We also assisted in the presentations and discussions with investment bankers regarding listing the company on AIM.
28 February 2006 – Clean Air Power (AIM:CAP), the company behind Dual-FuelTM technology, is pleased to announce its successful flotation on AIM today, in conjunction with a placing of 10,000,000 common shares at 100p pence per common share, raising £10.0m (gross). Clean Air Power will have a market capitalisation of approximately £26.3 million at the placing price on admission.
Clean Air Power provides Dual-FuelTM technology that enables heavy-duty diesel engines to operate on a combination of diesel and natural gas without jeopardising diesel engine performance. The current and forecast cost differential between diesel and natural gas provides significant fuel cost savings to operators and there is further benefit in the emissions reduction associated with natural gas vehicles.
Management, significantly enhanced in 2005 and early 2006 with the addition of John Pettitt as CEO, Steve Whelan as Technology Director and Peter Rowse as Financial Director, have strong commercial and technical expertise including 25 years’ collective experience in diesel engineering and Dual-FuelTM technology. Chairman Rodney Westhead is chairman of Carter & Carter plc and a senior non-executive director of Mouchelparkman plc and has served as Group Chief Executive of Ricardo plc.
John Pettitt, Chief Executive Officer, commenting on Clean Air Power’s admission to AIM, said:
“Our unique technology offers operators an opportunity to realise highly significant cost savings. The prospects for developing our presence in UK, Australian and US markets are exciting and we look forward to delivering reductions in both costs and emissions to customers.”
For further details
Clean Air Power John Pettitt, Chief Executive Peter Rowse, Finance Director
Tel: +44 (0) 1772 624499 Buchanan Communications Charles Ryland/Ben Willey/Elly Williamson
Tel: +44 (0)20 7466 5000 Canaccord Adams Robert Finlay/Erin Needra
Tel: +44 (0)20 7518 2777
