Al,this is reason for CES beening halted
Waiting for shareholders approval
<Completion of the agreement is subject to the approval of the shareholders of Consolidated EcoProgress Technologies, and closing is expected to take place on April 7, 1999.>
Wednesday March 31, 10:50 am Eastern Time
Company Press Release
BioProgress Acquires Trutona International Water Dispersible and Biodegradable Products, Sells License to Consolidated EcoProgress
CAMBRIDGE, England--(BW HealthWire)--March 31, 1999--BioProgress Technology International, Inc. (''BioProgress'' or the ''Company'') (OTC Bulletin Board: BPRG - news) today announced the completion of the purchase of patents, licenses and trademarks relating to a broad range of products - including the award-winning range of flushable and biodegradable disposable products - designed by Trutona International, Inc. (''Trutona''). Trutona is a private company based in Atlanta.
Total consideration payable by the Company to Trutona is $1,500,000, of which, $750,000 was paid at closing in the form of 1,875,000 newly issued shares of BioProgress common stock. The remaining consideration is payable on or before December 31, 1999 through an additional 1,875,000 newly issued shares of BioProgress common stock, in cash or through a combination of stock and cash, at the sole discretion of BioProgress.
Commenting on the purchase, Barry Muncaster, BioProgress chief executive officer, said, ''Trutona's intellectual property is a strategic acquisition that brings complementary technology to BioProgress. The special formulation and coating of water soluble and biodegradable films is at the very heart of the design and processing of both our animal-free soft capsules and Trutona's disposable products. BioProgress is now positioned as one of the world's leading companies engaged in the commercialization of water soluble film technologies.''
The Company also today announced an agreement to sell an exclusive worldwide license to Consolidated EcoProgress Technologies (VSE: CES - news) to manufacture, sell and distribute the Trutona(tm) line of flushable and biodegradable disposable products. Completion of the agreement is subject to the approval of the shareholders of Consolidated EcoProgress Technologies, and closing is expected to take place on April 7, 1999.
Total consideration payable by Consolidated EcoProgress Technologies to BioProgress is $1,500,000, of which, $380,000 is to be paid in cash at closing and the remaining $1,120,000 is to be paid via 1,066,667 newly issued shares of Consolidated EcoProgress Technologies common stock. Further, BioProgress will receive from Consolidated EcoProgress Technologies a royalty on Trutona(tm) gross product sales of 5%, up to $3,500,000.
Trutona's product range includes the world's first ultra thin, flushable and biodegradable line of feminine sanitary napkins, which recently was selected for a ''Millennium Product'' award under a program initiated by the British Government to promote innovative technological achievements. The Trutona(tm) product line is the only one of its kind to receive the coveted EcoLogo(tm) mark promoted by the Canadian Government under its Environmental Choice(tm) Program.
In addition to the agreement announced today, BioProgress and Consolidated EcoProgress Technologies have executed a research and development agreement under which BioProgress will develop a line of biodegradable baby diapers, adult incontinence pads, and a range of water soluble and biodegradable cloths and solids for use in medical applications and in the recovery of heavy metals. Both the existing and proposed lines of products will use a combination of the intellectual property developed by the Company and the intellectual property acquired from Trutona.
Commenting on the licensing to Consolidated EcoProgress Technologies, Graham Hind, BioProgress vice president sales and marketing, said, ''We are extremely pleased to have completed this agreement, which enables us to gain significant benefits from high-value market opportunities without diverting our focus from our core business. Our research and development team will deliver new and innovative products for sale by Consolidated EcoProgress Technologies, which will greatly enhance the future value of the shares we received in part consideration.''
According to Mike Daniels, president of Consolidated EcoProgress Technologies, ''We have made significant progress in establishing distribution of our products to major retail chains throughout Canada under the Simplicities(tm) brand, and believe that we were well positioned to start penetrating the U.S. market, and beyond. The Simplicities(tm) and Trutona(tm) brands are a perfect choice for today's forward-thinking consumer, and we relish the challenge presented in entering a $7 billion market''.
Today's acquisition is the third in recent months for BioProgress. During August 1998 the Company acquired DHA Nutrition Limited, a sales and marketing company holding certain rights to develop the U.K. market for patented products produced by Martek Biosciences (NASDAQ: MATK - news). In October of last year, BioProgress and DHA Nutrition completed a technology collaboration agreement with United Biscuits Frozen & Chilled Foods, a division of United Biscuits, one of Europe's largest food producers with annual sales in excess of $3.06 billion. In December of last year, BioProgress completed the acquisition of BioProgress Technology Limited, a U.K. company that pioneered and developed the concept of the XGel(tm) Film System.
The XGel(tm) Film System is the world's first animal-free soft capsule process. The patented process eliminates the use of gelatin, which is a protein derived from animal renderings. Since the mid-1930s, gelatin has been the only material suitable for encapsulating non-aqueous products such as vitamin oils (dietary supplements), cosmetic oils (bath beads) and paint as used in the fast growing paintball leisure pursuit. For more information, please visit the Company's website at www.bioprogress.com.
BioProgress is a fully reporting company having its ordinary shares quoted on the OTC BB.
This news release contains forward-looking statements that involve risks and uncertainties regarding operations and future results. Please see the Company's filings with the Securities and Exchange Commission, which identify specific factors that would cause actual results or events to differ materially from those described in the forward looking statements.
--------------------------------------------------------------------------------
Contact:
Company Contact
BioProgress Technology International, Inc.
Barry J. Muncaster, Chairman & CEO
(011) 44-1223-421824 ph
(011) 44-1223-421820 fax
www.bioprogress.com
Investors
Lippert /Heilshorn & Associates, Inc.
Bruce Voss (Bruce@lhai.com)
(310) 575-4848 ph
Ruth Abeshaus (Ruth@lhai.com)
biz.yahoo.com |
