Urges Clearwire Stockholders to Vote Against Sprint-Clearwire Combination

HOUSTON, May 17, 2013 /PRNewswire-USNewswire/ — Crest Financial Limited, the largest of the independent minority stockholders of Clearwire Corporation (NASDAQ: CLWR), sent a letter to Clearwire stockholders today explaining the many ways that Clearwire could improve its financial position if they reject the proposed merger with Sprint Nextel Corporation. Specifically, the letter explains that “there are several scenarios that can be imagined in which direct bidding for Clearwire could occur.”

The letter states that there is a “bidding war underway between SoftBank and DISH for control of Clearwire’s valuable wireless spectrum.” But “this bidding war is not taking place through direct bids for Clearwire, which would benefit all of Clearwire’s stockholders. Instead, it is currently taking place through competing offers for Sprint.”

However, Crest “envision[s] scenarios where this quickly changes and Clearwire becomes the direct target of the suitors looking to acquire control of Clearwire’s valuable spectrum,” if the Clearwire stockholders reject the proposed merger with Sprint. At that time, “the Clearwire Board will be free to terminate the Sprint-Clearwire merger agreement, consider direct bids from DISH, SoftBank, or others for 100% of Clearwire, and recommend in favor of such a direct bid.”

Crest further explains: “Such alternatives promise to turn what has been an unfair unilateral deal process with Sprint into a competitive process for Clearwire. For that to happen, however, we the stockholders need to reject the Sprint merger. And the Clearwire Board needs to rebuff subsequent incremental bids by Sprint, which will only be obstacles to thwart alternative offers. We believe that competitive process to be the only way through which we Clearwire stockholders would realize its true value.”

The letter then identifies potential scenarios in which Clearwire becomes the direct target of a bidding war:

“Scenario #1—Sprint Board Rejects DISH Offer/Accepts SoftBank Offer: If the Sprint board of directors rejects DISH’s recent offer and continues forward with SoftBank, how would DISH respond? It is public knowledge that DISH now has significant capital available to pursue alternatives for spectrum. We believe that it is not beyond reason, particularly given DISH’s prior actions, that DISH could use this capital to make another, perhaps firmer, direct bid for 100% of Clearwire.

Scenario #2—Sprint Board Rejects SoftBank Offer/Accepts DISH Offer: If the Sprint board of directors decides that DISH’s recent offer is superior to the SoftBank offer and elects to terminate Sprint’s merger agreement with SoftBank, what does SoftBank do? It is not farfetched to imagine a scenario where SoftBank, instead of increasing its offer for Sprint, takes the termination fee that Sprint would be required to pay and submits a direct bid for 100% of Clearwire.”

Crest states: “How this could play out is anybody’s guess, but one thing is for sure: it will not play out before the contest for Sprint is settled. Before then, we the Clearwire shareholders need to hold firm and reject Sprint’s attempt to lockdown Clearwire for cheap. Surely there are countless other scenarios regarding Sprint’s fate or an acquisition of Clearwire that could present themselves and that would benefit Clearwire’s minority shareholders. However, what we do know is this: Unless we all vote AGAINST the Sprint-Clearwire Merger, we Clearwire stockholders will not have the opportunity to see whether DISH, SoftBank, or another suitor, would make an offer for Clearwire that ultimately could benefit all Clearwire stockholders.”

The letter adds: “If any of these scenarios were to play out, the Clearwire Board would be under heightened scrutiny to obtain an offer that is in the best interests of all Clearwire shareholders, not just Sprint. As we all know, the Clearwire Board owes fiduciary duties to all of the Clearwire stockholders, not just Sprint, and those fiduciary duties are heightened in situations where the Company is for sale. We believe that, if Clearwire stockholders do reject the Sprint-Clearwire Merger, the spotlight on the Clearwire Board and its activities will be even brighter.”

The letter also states Crest’s belief “that the value of Clearwire’s spectrum increases every day with the advent and development of the TDD-LTE technology that can utilize the same spectrum that Clearwire holds.” For this reason, Crest believes that Clearwire “could receive bids that reflect the true value of the Company, which, in [Crest's] view, far exceeds the $2.97 per share that Sprint has offered.” Crest also explains that, “if the Clearwire Board believes that Sprint’s $2.97 per share offer is a fair price, … it must conclude that any price higher than that is even better for Clearwire’s stockholders.” And “the Clearwire Board would have to make this recommendation to support a higher price for Clearwire shares even if Sprint is the majority stockholder and even if Sprint has indicated that it is not an interested seller.”

The letter states that Crest “understand[s] that Sprint cannot be forced to sell its stake in Clearwire” but that Crest “can envision a scenario where Sprint could be a seller.” Specifically, “[t]his could occur if bids for Clearwire were high enough to convince the Sprint board of directors that, in exercising their fiduciary duties, a sale of Sprint’s Clearwire stock is in the best interests of Sprint and its stockholders.” Specifically, Sprint’s board of directors “could determine that Sprint could carry on its current business without controlling Clearwire” based on Sprint’s already “significant influx of cash (over $3 billion) from SoftBank,” the “significant amount of additional cash through the sale of its Clearwire shares,” and the fact that “Sprint would still have access to Clearwire’s spectrum through its existing 4G MVNO Agreement with Clearwire.” Meanwhile, “[i]f Sprint were to reject another offer for Clearwire it would do so only if it were certain of one thing—that the Clearwire spectrum is much more valuable than its $2.97 per share price reflects.”

The letter raises two other issues for the stockholders’ consideration.

First, “Crest and other Clearwire stockholders have filed suit in the Delaware Court of Chancery alleging breaches of fiduciary duty by Sprint and the Clearwire Board and challenging the fairness of the Sprint-Clearwire Merger.” The letter states that “Crest continues to weigh its options on how it would proceed from a litigation standpoint if the Sprint-Clearwire Merger were approved” and notes that “the presiding judge in the pending litigation has said that ‘I think there are colorable claims here.’”

Second, the letter explains that “even if the Clearwire stockholders approve the Sprint-Clearwire Merger, … [a]pproval by the Federal Communications Commission (the ‘FCC‘) of Sprint’s and its acquirer’s taking control of Clearwire’s spectrum also must be obtained.” Though the “FCC is currently considering Sprint’s and SoftBank’s joint application to take control of Clearwire’s spectrum,” the agency’s “approval of this application is not certain.” Crest’s letter notes that, “just yesterday, DISH sent a letter to the FCC asking it either to hold this proceeding in abeyance or to initiate a further evaluation by designating the SoftBank/Sprint application for a hearing” because “DISH has reportedly been the target of possible extortionate behavior on the part of SoftBank.”

Based on all this, Crest concludes that a stockholder “vote AGAINST the Sprint-Clearwire Merger will allow the Clearwire Board to have another opportunity to unleash the value of Clearwire through a sales process that seeks direct bidders—that is, bidders other than its controlling stockholder Sprint—to make an offer for 100% of the Company.”

D.F. King & Co, Inc. has been retained by Crest to assist it in the solicitation of proxies in opposition to the merger. If stockholder have any questions or need assistance in voting the GOLD proxy card, please call D.F. King & Co. at (800) 949-2583. The full letter can be found at http://www.dfking.com/clwr or http://www.bancroftpllc.com/crest.

About Crest Financial Limited
Crest Financial Limited (“Crest“) is a limited partnership under the laws of the State of Texas. Its principal business is investing in securities.

Important Legal Information
In connection with the proposed merger of Clearwire Corporation (“Clearwire“) with Sprint Nextel Corporation (the “Proposed Sprint Merger“), Crest and other persons (the “Participants“) have filed a definitive proxy statement with the U.S. Securities and Exchange Commission (“SEC”). The definitive proxy statement was mailed to the stockholders of Clearwire on or about May 6, 2013. SECURITYHOLDERS OF CLEARWIRE ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT, WHICH IS AVAILABLE NOW, AND THE PARTICIPANTS’ OTHER PROXY MATERIALS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, BECAUSE THEY CONTAIN IMPORTANT INFORMATION, INCLUDING ADDITIONAL INFORMATION RELATED TO THE PARTICIPANTS, CLEARWIRE AND THE PROPOSED SPRINT MERGER. The definitive proxy statement and all other proxy materials filed with the SEC are available at no charge on the SEC’s website at http://www.sec.gov. In addition, the definitive proxy statement is also available at no charge on the website of the Participants’ proxy solicitor at http://www.dfking.com/clwr.

Forward-looking Statements
Certain statements contained herein are forward-looking statements including, but not limited to, statements that are predications of or indicate future events, trends, plans or objectives. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks and uncertainties. Forward-looking statements are not guarantees of future activities and are subject to many risks and uncertainties. Due to such risks and uncertainties, actual events may differ materially from those reflected or contemplated in such forward-looking statements. Forward-looking statements can be identified by the use of the future tense or other forward-looking words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “should,” “may,” “will,” believes,” “continue,” “strategy,” “position” or the negative of those terms or other variations of them or by comparable terminology.

SOURCE Crest Financial Limited

GLASTONBURY, Conn., May 17, 2013 /PRNewswire/ — Mitsubishi Heavy Industries, Ltd. (MHI) announced today the completion of its acquisition of Pratt & Whitney Power Systems (PWPS). The acquired company will now be known as PW Power Systems and will be a core asset for a recognized global leader in the power generation industry.

MHI is at the forefront of innovation and has set the standard for high-efficiency power generation products by developing the most advanced gas turbine in the world. As a part of MHI’s continuing growth initiative, the acquisition will enable MHI, which focuses on large capacity systems, to reach a broader range of customers through PW Power Systems, which offers small to medium sized power generation packages.

MHI’s president, Shunichi Miyanaga, stated, “The synergistic effect of combining the talent and resources of MHI and PW Power Systems will lead to the significant growth of ‘Energy & Environmental’, one of MHI’s four core corporate sectors, and also increase MHI’s competitiveness in the worldwide power generation market.”

“This will significantly extend MHI’s equipment offerings and dramatically expand its service capabilities, making it a one stop shop for many customers,” said Peter Christman, president of PW Power Systems. “At the same time, aligning with MHI will be a significant strategic benefit expanding our market reach and opening up new opportunities for PW Power Systems,” said Christman.

MHI’s resources and operations will also provide the essential synergy to allow PW Power Systems to grow with the increasing demand for flexible generation solutions.

PW Power Systems customers will continue to benefit from the cutting edge technology Pratt & Whitney offers with turbine engines as well as the company’s manufacturing, engineering and supply chain expertise.

PW Power Systems will be headquartered in Glastonbury, Connecticut.

About Mitsubishi Heavy Industries
Mitsubishi Heavy Industries, Ltd. (MHI), headquartered in Tokyo, Japan, is one of the world’s leading heavy machinery manufacturers, with consolidated sales of over $28 billion dollars in fiscal 2011, the year ended March 31, 2012. MHI’s diverse lineup of products and services encompasses shipbuilding, power plants, chemical plants, environmental equipment, steel structures, industrial and general machinery, aircraft, space systems and air-conditioning systems.

For more information, please visit MHI’s website.

SOURCE Mitsubishi Heavy Industries, Ltd.

EAST HARTFORD, Conn., May 17, 2013 /PRNewswire/ — United Technologies Corp. (NYSE: UTX) today announced it has completed the divestiture of its Pratt & Whitney Power Systems unit to Mitsubishi Heavy Industries (MHI). Terms of the agreement were not disclosed. Divesting Power Systems allows UTC to focus on its core aerospace and commercial businesses.

Pratt & Whitney has entered into a long-term agreement with MHI under which Pratt & Whitney will provide certain engineering and manufacturing services to MHI in connection with the development of the FT4000, Power Systems’ next-generation industrial gas turbine. Under the long term agreement, P&W has also agreed to provide GG8 turbines to MHI.

Pratt & Whitney is a world leader in the design, manufacture and service of aircraft engines, auxiliary and ground power units and small turbojet propulsion products. United Technologies Corp., based in Hartford, Connecticut, is a diversified company providing high technology products and services to the building and aerospace industries. To learn more about UTC, visit the website or follow the company on Twitter: @UTC

This release includes “forward looking statements” concerning a proposed transaction, its financial and business impact, management’s beliefs and objectives with respect thereto, and management’s current expectations for our future operating and financial performance, based on assumptions currently believed to be valid. These forward looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those anticipated, including but not limited to the ability to realize opportunities for growth and innovation. Other important economic, political, regulatory, legal, technological, competitive and other uncertainties are identified in the SEC filings submitted by UTC from time to time, including their respective Quarterly Reports on Form 10-Q, Annual Reports on Form 10-K, and Current Reports on Form 8-K. The forward looking statements included in this press release are made only as of the date hereof. UTC does not undertake any obligation to update the forward looking statements to reflect subsequent events or circumstances.

UTC-IR

Ray Hernandez
Pratt & Whitney
860-565-2341
raymond.hernandez@pw.utc.com

SOURCE Pratt & Whitney

NEW YORK, May 17, 2013 /PRNewswire/ — The M&A Advisor announced the winners of the 2013 International M&A Awards at the 5^th Annual Awards Gala to a lively, sold-out crowd at The New York Athletic Club on Monday, May 13^th. The event was hosted by Bloomberg Television Market Reporter Dominic Chu.

“While the cross border M&A volumes have not yet returned to pre-crisis level, we are witnessing an unprecedented transformation of local market firms and dealmakers into global M&A experts whose intimate knowledge and expertise in the cultural, financial and legal arenas are redefining our industry,” says David Fergusson, Sr. Managing Director of The M&A Advisor. “And the 2013 International M&A Awards have recognized the true leaders in this very dynamic environment.”

The International Awards Gala honored the leading dealteams, dealmakers and firms whose activities set the standard for cross border transactions. This year, 260 nominating companies were finalists for the awards. An independent judging committee of cross border industry experts determined the ultimate recipient of the awards which were announced at the gala.

In addition to the award winners, the ceremony honored 2013 Leadership Award recipients: Rodger Krouse, Co-CEO at Sun Capital Partners; Marc J. Leder, Co-CEO, Sun Capital Partners; Mark Zeffiro, Chief Financial Officer at TriMas; Rene-Pierre Azria, CEO at Tegris Advisors and Patricia Menendez-Cambo, Chair – Global Practice Group; Co-Chair – Global Energy & Infrastructure Practice at Greenberg Traurig for their outstanding achievements in International M&A. “These five individuals have and continue to set the bar for cross border professionals worldwide,” stated David Fergusson, Senior Managing Director for The M&A Advisor. “We are honored to present Rodger Krouse, Marc J. Leder, Mark Zeffiro, Rene-Pierre Azria and Patricia Menendez-Cambo with the 2013 Leadership Award for their contributions to the industry and inspiration to us all.”

The Cross Border M&A Summit featuring the 5^th Annual International M&A Awards Gala is the premier event for professionals in the global M&A industry. In addition to recognizing and rewarding the industry’s top cross border transactions, firms of the year and dealmakers of the year, the Summit featured over 80 stalwart professionals leading roundtable sessions and delivering keynote presentations. CLICK HERE for an event profile and agenda.

For a detailed list of all of the Award Winners and Finalists for the 5th Annual International M&A Awards and a group photo of the Winners, please CLICK HERE.

To view, download and link to photos taken at the 2013 Cross Border Summit and Award Gala, please CLICK HERE.

For more information, please visit www.maadvisor.com or contact The M&A Advisor at 718 997 7900.

THE M&A ADVISOR
Since 1998, The M&A Advisor has been presenting, recognizing the achievement of and facilitating connections between the world’s leading mergers and acquisitions, financing and turnaround professionals with a comprehensive range of services including M&A SUMMITS; M&A AWARDS; M&A CONNECTS™; M&A ALERTS™, M&A LINKS™ MandA.TV and M&A MARKET INTEL™. Visit www.maadvisor.com to learn more.

SOURCE The M&A Advisor

BROOKLYN, N.Y., May 17, 2013 /PRNewswire-iReach/ — Ralph W. Baker, Jr‘s “Shock Exchange: How Inner-City Kids From Brooklyn Predicted the Great Recession and the Pain Ahead” has been recommended by Library Journal, a huge accomplishment for a first time author. Along with Publishers Weekly, Kirkus, and Booklist, Library Journal is one of the top four pre-publication book reviewers in the country. In its March 1, 2013 issue, Library Journal called Shock Exchange “An innovative look into the Great Recession of 2008.” It went on to describe the book as “An intriguing work meant for those seeking an introduction to the causes of recessions and problems of the economy today. Also recommended for those who teach and study business.”

Ralph W. Baker, Jr.

Mr. Baker received his B.A. in economics from Hampden-Sydney College (1989) and his MBA from the Darden School of Business at the University of Virginia (1993). He has over 15 years of experience in corporate finance and mergers & acquisitions. He is currently the Executive Director of the New York Shock Exchange, a financial literacy program he started in 2006 to share his passion for investing and basketball with his 11 year old son and other boys his age. Mr. Baker, who was also a small college All-American in basketball, has one son, Ralph W. Baker III, and resides in Brooklyn, NY.

On Shock Exchange

Shock Exchange examines the stock market and U.S. economy through the eyes of the New York Shock Exchange. Just as Mr. Baker suspected, with their ability to spot trends before adults, inner-city kids from Brooklyn knew more about investing than he, Peter Lynch, Bill Miller and every hedge fund manager on the planet. Moreover, the New York Shock Exchange’s observations on the Great Recession – and the steps needed to address it – have been trumpeted by politicians, economists, Wall Street titans, and even the president. However, they conveniently forgot to cite the source of their information. But it’s not over. The next recession will be more painful than the last. “Readers have informed me that once they pick up Shock Exchange, they can’t put it down,” Baker said. “The first few chapters give the history of my hometown of Farmville, VA and my experiences growing up there. Apparently, the book is so coveted in Farmville that people have to keep it under lock and key. I am as excited about Shock Exchange as Library Journal and my hometown residents are.”

Where To Purchase Shock Exchange

Shock Exchange is available as an e-book through distributors such as iBookstore, Barnes & Noble, Amazon Kindle, Sony and Kobo. The paperback version is sold through book vendors such as Bodart Company and Midwest Library Service, and the following bookstores and retailers:

Hampden-Sydney College Bookstore (434-223-6117)

St. Mark’s Bookshop (212-260-7853)

WORD (718-383-0096)

Greenlight Bookstore (718-246-0200)

barnesandnoble.com

amazon.com

alibris.com

Media Contact:

Ralph Baker New York Shock Exchange, 917-597-6566, ralphbakerjr@msn.com

News distributed by PR Newswire iReach: https://ireach.prnewswire.com

SOURCE Ralph W. Baker, Jr.

NEW YORK, May 17, 2013 /PRNewswire/ — Town Sports International (TSI) (Nasdaq: CLUB), the owner and operator of Boston Sports Clubs (BSC), announced today that the previously pending acquisition of Fitcorp has formally closed. The transaction adds five more clubs and four managed sites to TSI’s portfolio of 159 clubs in the Northeast and Mid-Atlantic region of the United States, 25 of which operate under the Boston Sports Clubs brand.

“Making opportunistic acquisitions in our markets has always been a part of TSI’s growth strategy. Currently over 50 of our clubs were added to our network by way of an acquisition,” said Bob Giardina, Chief Executive Officer of Town Sports International. “These acquisitions provide more clubs and services to our members as well as create additional opportunities for our employees. We believe there will continue to be acquisitions available to us and we will pursue those that fit well into our network.”

Additional information regarding these clubs will be available on mysportsclubs.com.

About Town Sports International Holdings, Inc.:
New York-based Town Sports International Holdings, Inc. is a leading owner and operator of fitness clubs in the Northeast and mid-Atlantic regions of the United States and, through its subsidiaries, operated 159 fitness clubs as of March 31, 2013, comprising 108 New York Sports Clubs, 25 Boston Sports Clubs, 17 Washington Sports Clubs (two of which are partly-owned), six Philadelphia Sports Clubs, and three clubs located in Switzerland. These clubs collectively served approximately 512,000 members. For more information on TSI, visit mysportsclubs.com.

About Fitcorp:
Fitcorp was established in 1979 in the heart of Boston‘s financial district. The company’s original vision and current mission is to provide companies, institutions and their employees with high quality, state-of-the-art fitness and wellness services. This is accomplished through Fitcorp’s outstanding professionals who possess the knowledge, motivation and relationship building skills to deliver the industry’s finest service. Fitcorp has developed and managed over 60 onsite centers for large and small companies throughout New England. The Fitcorp fitness centers have over 125 corporate clients who have selected Fitcorp to be their fitness and wellness provider.

SOURCE Town Sports International

DENVER, May 17, 2013 /PRNewswire/ — Kroenke Sports & Entertainment, LLC (“KSE”) today announced that it has completed the previously-announced acquisition of Outdoor Channel Holdings, Inc. (NASDAQ: OUTD) (“Outdoor Channel”) for $10.25 per share in cash, pursuant to which Outdoor Channel has become a wholly-owned subsidiary of KSE.

The acquisition adds Outdoor Channel’s impressive array of outdoor programming to KSE’s leading sports and multimedia portfolio (which includes Altitude Sports & Entertainment (regional sports network), the Colorado Avalanche (National Hockey League), Denver Nuggets (National Basketball Association), Colorado Rapids (Major League Soccer) and Colorado Mammoth (National Lacrosse League), as well as a 50% interest in World Fishing Network). This combination will enable Outdoor Channel to expand in serving the vast and growing consumer base for outdoor enthusiast programming while providing an unparalleled platform for distributors, producers and advertisers.

Jim Martin, President and CEO of KSE, commented: “Outdoor Channel is already the nation’s leading channel in the outdoor genre. As a part of KSE, Outdoor Channel will be well positioned – competitively, strategically and financially – to meet the needs of its customers and business partners in the future. The acquisition also presents exciting new opportunities both for Outdoor Channel and for KSE as a whole.”

“We are proud to be a new part of the KSE family,” said Tom Hornish, President and CEO of Outdoor Channel. “This is an exceptional transaction that will permit Outdoor Channel to continue its commitment to achieving the highest quality content, the broadest reach and partnering with the top brands. Being under the KSE umbrella will also greatly strengthen our ability to invest in assets, expand our distribution and continue to generate the unparalleled experience our viewers expect. Stan Kroenke is an avid sportsman and conservationist, as well as one of the country’s most respected sports owners and media leaders. We look forward to working with him and his management team to reach our shared vision for growth and reach for the network. “

About KSE

Denver-based Kroenke Sports & Entertainment is one of the world’s leading ownership, entertainment and management groups. As owners and operators of Pepsi Center, the Paramount Theatre, Dick’s Sporting Goods Park, the Colorado Avalanche (NHL), Denver Nuggets (NBA), Colorado Mammoth (NLL) and Colorado Rapids (MLS), KSE’s sports and entertainment assets are second to none. Additional properties under KSE’s umbrella include Altitude Sports & Entertainment, a 24-hour regional television network; Altitude Authentics, the company’s official retail provider; and TicketHorse, the official ticketing provider for KSE teams and venues. KSE is also a 50 percent partner in the World Fishing Network, which has headquarters in Colorado and Toronto.

About Outdoor Channel Holdings, Inc.

Outdoor Channel Holdings, Inc. owns and operates Outdoor Channel and Winnercomm Inc. Nielsen estimated that Outdoor Channel had approximately 39.8 million cable, satellite and telco subscribers for May 2013. Outdoor Channel offers programming that captures the excitement of hunting, fishing, shooting, adventure and the Western lifestyle and can be viewed on multiple platforms including high definition, video-on-demand, as well as on a dynamic broadband website. Winnercomm is one of America’s leading and highest quality producers of live sporting events and sports series for cable and broadcast television. The Company also owns and operates the SkyCam and CableCam aerial camera systems which provide dramatic overhead camera angles for major sports events, including college and NFL football. For more information please visit http://www.outdoorchannel.com.

SOURCE Kroenke Sports & Entertainment, LLC

HOUSTON, May 17, 2013 /PRNewswire/ — Southwestern Energy Company (NYSE: SWN) announced today that it has closed its recently announced acquisition of approximately 162,000 net acres in the Marcellus Shale in Pennsylvania. The properties were acquired from Chesapeake Energy Corporation (NYSE: CHK) and its partner for approximately $93 million, excluding purchase price adjustments. Southwestern has financed the acquisition with its revolving credit facility.

Southwestern Energy Company is an independent energy company whose wholly-owned subsidiaries are engaged in oil and gas exploration and production, natural gas gathering and marketing. Additional information on the company can be found on the Internet at http://www.swn.com.

SOURCE Southwestern Energy Company

SAN JOSE, Calif., May 17, 2013 /PRNewswire-iReach/ — Aridis is pleased to announce that an agreement has been reached with Switzerland-based Kenta Biotech to acquire Kenta’s entire portfolio of anti-infective human monoclonal antibody (mAb) products, and technologies. This asset portfolio purchase includes six anti-infective human mAb products for treatment of infections by common pathogens including drug resistant bacterial strains of Staphylococcus aureus, Pseudomonas aeruginosa, Acinetobacter baumannii and respiratory syncytial virus (RSV). This acquisition comprises an impressive portfolio of mAb products which includes two candidates in phase 2a clinical trials for acute pneumonia. Aridis Founder & President Eric Patzer stated; “We are pleased to complete this transaction and build upon the substantial financial investment and remarkable progress that our colleagues at Kenta Biotech have achieved in creating a portfolio of innovative products“. Kenta CEO Franco Merckling added: “We are pleased to have identified Aridis as the ideal partner to further develop the Kenta technology and project pipeline which has been built over the last seven years. Aridis, a leadingSan Francisco area biotech company specializing in novel anti-infectives, is poised to accelerate the development of our drug candidates in both the US and Europe“.

Accompanying the mAb products is an antibody discovery platform that enables the recovery of very rare, naturally occurring protective antibodies generated by the human immune system (called ‘MabIgx’ technology). This technology platform also enables rapid development of natural human antibodies into medicines. “Combined with Aridis’ anti-infective product portfolio, this acquisition clearly places Aridis in a leadership position in anti-infective mAbs. This promising new class of anti-infectives presents very significant advantages over conventional antibiotics that are prone to drug resistance’ said Aridis Founder & Chief Scientific Officer Dr. Vu Truong.

This portfolio of mAb products will be folded into Aridis’ Switzerland subsidiary to facilitate completion of the ongoing clinical trial and provide access to an excellent range of resources in Switzerland. Our current financing activities will fund the completion of the on-going phase 2a clinical trial in pneumonia patients infected with antibiotic resistant strains of S. aureus (e.g. MRSA, MSSA), and also to advance two additional IND stage products through phase 1 clinical testing. These clinical trials will be completed within 18-24 months.

About Aridis

Aridis Pharmaceuticals is a privately held biopharmaceutical company headquartered in San Jose, CA, with a subsidiary in Switzerland. The Company is focused on the development of novel anti-infective drugs for the treatment of lung infections and other surface infections. Our products target infectious diseases that have a significant impact on life expectancy and address acute unmet medical needs including: nosocomial infections [Hospital acquired pneumonia, ventilator associated pneumonia], lung infections associated with cystic fibrosis, and severe wound infections. Aridis has a best-in-class anti-infective monoclonal antibody which targets P. aeruginosa (Aerucin^TM). Complementing the mAbs is a broad spectrum anti-infective, gallium citrate (Panaecin^TM), which has shown preliminary efficacy and safety in a human clinical trial. The Company is a recognized global leader in biopharmaceutical stabilization formulation technologies and has successfully attained over $20m in non-dilutive funding. www.aridispharma.com

About Kenta Biotech

Kenta Biotech is a biopharmaceutical company headquartered in Zurich-Schlieren, Switzerland, focused on the development of innovative fully human monoclonal antibodies for the prevention and treatment of life-threatening infections. Kenta harnesses the power of the human immune system for the generation of fully human monoclonal antibodies and their transformation into highly effective therapeutic antibodies. This unique technology enables Kenta Biotech to move innovative antibody therapies rapidly from the bench to high medical need patients. Several product candidates are in clinical phase 2a and preclinical development. www.kentabiotech.com

Further information, please contact:
Vu L. Truong, Ph.D.
Founder & Chief Scientific Officer
Tel: 408-333-9681, email: truongv@aridispharma.com

Media Contact:

Eric Patzer Aridis Pharmaceuticals, 408-385-1742, patzere@aridispharma.com

News distributed by PR Newswire iReach: https://ireach.prnewswire.com

SOURCE Aridis Pharmaceuticals

PHOENIX, May 17, 2013 /PRNewswire/ — SkyMall, the Phoenix-based specialty retailer and preferred partner in the loyalty marketplace, has merged into a subsidiary of Xhibit Corp. (OTCQB: XBTC), a leading provider of digital marketing and advertising solutions.

The combined companies will focus on the next generation interactive platform to provide the 650 million viewers of SkyMall’s and more than 135 million loyalty division members a comprehensive and enhanced client experience.

“SkyMall and Xhibit are a perfect match of innovation, marketing and technology,” said SkyMall CEO Kevin Weiss, who will serve as CEO of Xhibit Corp. “This merger enables SkyMall with significant opportunities to create heightened value for our partners and customers. With the help of Xhibit’s team, we look forward to expanding our industry-leading platforms around the world.”

The combination of Xhibit’s large digital media distribution network and SkyMall’s growing merchants and customer reach will create a world-class consumer merchandising and relationship platform. SkyMall’s catalog is currently available to 80 percent of U.S. domestic travelers. SkyMall is also the preferred loyalty partner provider to iconic enterprises in finance, gaming and hospitality verticals.

“We are excited to bring these two companies together,” said Chris Richarde, Xhibit’s founder, who will now serve as President of Xhibit Corp. “At Xhibit’s core, we have focused on building communities that link consumers with product and service providers while enhancing the purchasing process. We believe that our platform will enhance the shopping experience for SkyMall’s suppliers, customers and members.”

Najafi Companies, owners of SkyMall prior to the merger, will remain a major shareholder of Xhibit Corp. “Xhibit is a leading marketer and their industry expertise will give SkyMall a strong competitive advantage,” added Najafi Companies CEO Jahm Najafi. “This merger positions the combined company properly for continued growth both domestically and internationally.”

Xhibit has acquired all of the outstanding capital stock of the SkyMall parent for newly-issued shares of Xhibit common stock representing approximately 40 percent of the total outstanding shares of Xhibit capital stock. The transaction was structured as a merger of a newly-formed Xhibit subsidiary into the SkyMall parent, and was unanimously approved by the boards of directors of Xhibit and the SkyMall parent and by the shareholders of the SkyMall parent.

About SkyMall

SkyMall is a multi-channel, direct marketer offering high-quality, innovative merchandise from top direct marketers and manufacturers through the iconic SkyMall catalog and website, SkyMall.com. The SkyMall catalog is seen by approximately 88% of all domestic air passengers reaching more than 650 million travelers annually. Founded in 1999, SkyMall Ventures (SMV) is an innovative provider of merchandise, gift cards and experiential rewards reaching millions of loyalty program members in some of the most well-regarded loyalty programs in the country. SMV provides cost-effective, global solutions supported by a high-quality customer experience.

About Xhibit Corp.

Xhibit Corp. is a cloud based marketing and technology development company focused on digital advertising, mobile and social media development, and CRM (customer relationship management) solutions. Xhibit offers a total solution for digital advertising and marketing that is integrated throughout its divisions and shares technology and resources across all of its services. Through its subsidiaries, Xhibit utilizes its branded products and services to provide digital marketing and advertising solutions for top tier advertisers and agency clients.

About Najafi Companies

Najafi Companies is an international private investment firm based in Phoenix, Arizona, with offices in New York, Paris, Toronto and holdings in sectors including consumer, media, technology, industrial, energy and real estate across seven countries. The firm makes highly-selective investments in companies with strong management teams across a variety of industries, often in areas undergoing rapid technological transformation. The firm takes a long-term view on its investments and focuses its efforts to create value through growth and superior performance. Najafi Companies funds its investments with internally generated capital, not through a fund. Free from the restrictions of a fund, the firm is able to move quickly and decisively when investing, and with no requirements to return capital to outside partners, Najafi Companies is able to make investments that create maximum value for the long-term.

Cautionary Statement Regarding Forward-Looking Information

This press release may contain certain “forward-looking statements” relating to the business of Xhibit Corp. All statements, other than statements of historical fact included herein are “forward-looking statements” including statements regarding the advantages of Xhibit’s products and services, market acceptance of those products and services, the business strategy, plans and objectives of Xhibit; potential advantages of the SkyMall acquisition; Mr. Weiss’ anticipated contributions as CEO and any other statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects”, “intended” or similar expressions, involve known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company’s actual results and ultimate corporate actions could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including, the Company’s ability to execute its business plans and maintain relationships with its customers, Xhibit’s ability to integrate SkyMall’s operation with its own, products and services developed by other companies that are competitive with Xhibit’s form of advertising, market share garnered by competitors, ability to maintain customer and vendor relationships, and those factors discussed in the Company’s periodic reports that are filed with the Securities and Exchange Commission and available on its website http://www.sec.gov/, among other factors. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.

Contacts: Greg Sexton/Anne Robertson
The Lavidge Company
(480) 998-2600
gsexton@lavidge.com
arobertson@lavidge.com

SOURCE SkyMall