DirectView Successfully Completes Reverse Stock Split as Part of its Corporate Growth Strategy – Effective May 22, 2017

DirectView Successfully Completes Reverse Stock Split as Part of its Corporate Growth Strategy – Effective May 22, 2017

PR Newswire

NEW YORK, May 26, 2017 /PRNewswire/ —

DirectView Holdings, Inc. (OTC: DIRVD) (“DirectView” or the “Company”), a company focused on ownership and management of leading video and security technology companies, today announced that the Company completed a reverse split of its common stock at a ratio of 1:200, that went effective at the open of trading, May 22, 2017.

The Company is now trading under the ticker symbol DIRVD for 20 trading days following the effective date to designate that it is trading on a post-reverse split basis. DirectView’s post-split common stock will trade under the new CUSIP Number 25457N401. As a result of the reverse stock split, each 200 pre-split shares of common stock outstanding are automatically combined into one new share of common stock without any action on the part of the respective holders holding shares in a brokerage account, and the number of outstanding common shares have been reduced from approximately 1.0 billion shares to approximately 4.9 million shares. The reverse stock split also applies to common stock issuable upon the conversion of outstanding notes payable and convertible preferred stock, and upon the exercise of outstanding warrants and stock options.

The Company’s transfer agent, Standard Registrar and Transfer Company, Inc, will provide instructions to stockholders holding shares in certificate form regarding the process for exchanging shares. No fractional shares will be issued as a result of the reverse stock split, and stockholders who otherwise would be entitled to a fractional share will receive, in lieu thereof, a cash payment which will equal the product obtained by multiplying (a) the fraction to which the stockholder would otherwise be entitled; by (b) the per share closing sales price of the Company’s common stock on the effective date of the reverse stock split.

“2017 has already been an exciting and transformative year for DirectView with our recent acquisition of Virtual Surveillance, LLC and ApexCCTV, LLC placing our Company on a revenue run rate in excess of $6 million,” said Roger Ralston, CEO and Chairman of DirectView. “We believe the completion of this reverse split is another important step in the implementation of our roll-up strategy of security and surveillance-related companies that will be accretive to both revenue and profitability. We are already seeing increased business activity at our newly acquired subsidiaries as well as with other potential acquisition targets. We look forward to continuing to execute on our strategic plan in order to build long-term value for the benefit of our stockholders.”

The companies other recent news may be found at https://directview.com/press-releases/

About DirectView Holdings,Inc. 

DirectView Holdings, Inc., (DIRV) together with its subsidiaries, provides video surveillance solutions and teleconferencing products and services to businesses and organizations. The company operates in two divisions, Security (Video Surveillance) and Video Conferencing. The Security division offers technologies in surveillance systems providing onsite and remote video and audio surveillance, digital video recording, and services. It also sells and installs surveillance systems; and sells maintenance agreements. The company sells its products and services in the United States and internationally through direct sales force, referrals, and its Websites. The Video Conferencing division offers teleconferencing products and services that enable clients to conduct remote meetings by linking participants in geographically dispersed locations. It is involved in the sale of conferencing services based upon usage, the sale and installation of video equipment, and the sale of maintenance agreements. This division primarily provides conferencing products and services to numerous organizations ranging from law firms, banks, high tech companies and government organizations. For more information visit our website at http://www.DirectView.com and connect with us on Twitter, LinkedIn, Facebook, and Google+.

Cautionary Statement Regarding Forward Looking Statements 

Forward Looking Statements: This press release contains forward-looking statements that involve a number of risks and uncertainties, including statements regarding the outlook of the Company’s business and results of operations. By nature, these risks and uncertainties could cause actual results to differ materially from those indicated. Generally speaking, any statements using terms such as “will,” “expect,” “anticipate,” or “may,” or which otherwise predict or address future results or events, are likely to contain forward-looking statements. It is important to note that actual results may differ materially from what is indicated in any forward-looking statement. Readers should consider any forward-looking statements in light of factors that could cause actual results to vary. These factors are described in our filings with the SEC, and readers should refer to those filings, including Risk Factors described in those filings, in connection with any forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The Company is unable to make any assurances that it will receive financing, or if financing is available, that such financing will be on terms acceptable to the Company.

Contact:
DirectView Holdings, Inc.
Roger Ralston
+1-212-858-9100 EXT. 111
http://www.DirectView.com
IR@DirectView.com

SOURCE DirectView Holdings, Inc.

Banyan Rail Embarks on New Strategy

Banyan Rail Embarks on New Strategy

– Management focused on acquiring medical office buildings

– Company changing name to reflect strategy

– Measures to improve balance sheet include capital raise and preferred stock exchange

– One-for-ten reverse stock split approved

PR Newswire

BOCA RATON, Fla., May 25, 2017 /PRNewswire/ – Banyan Rail Services Inc. (OTC: BARA) is taking steps to strengthen its balance sheet and embark on a new strategy to pursue the acquisition of well-located medical office buildings, particularly in the sunbelt states. In its quarterly report on Form 10-Q for the quarter ended March 31, 2017, the company reported that it had raised $1.4 million in a private placement of its common stock. Banyan also reported that it is in the process of offering shares of common stock to the holders of its preferred stock in exchange for their preferred shares and accumulated dividends on the preferred. To date the holders of 2,850 preferred shares have tendered their preferred shares. Completion of the preferred exchange will further strengthen Banyan’s balance sheet.

Banyan is mailing its stockholders an information statement concerning proposed amendments to the company’s certificate of incorporation to change the name of the company to “MedAmerica Properties Inc.” and effect a one-for-ten reverse stock split. The name change reflects the company’s new strategy of pursuing acquisitions of medical office buildings. The reverse stock split will reduce the number of Banyan’s shares outstanding and likely increase the per share trading price, increasing the attractiveness of the company’s stock to potential investors and the financial community. The amendments were approved by the company’s chairman of the board and then majority stockholder, Gary O. Marino.

Mr. Marino commented, “We are excited about our new strategy and believe that investing in medical office buildings will generate strong cash flows and produce significantly increased value for our fellow stockholders.” Paul S. Dennis, the company’s acting CEO, added, “The steps we have taken to strengthen our balance sheet leave us well positioned to pursue the new acquisition strategy articulated by our board and management team.”

About the Company
Banyan Rail Services Inc. is a Delaware corporation pursuing the acquisition and management of well-located medical office buildings with the intention of aggregating multiple properties with strong fundamentals in attractive geographic locations, particularly in the sunbelt states.

Safe Harbor Regarding Forward-Looking Statements
Although we believe that the acquisition and ownership of medical office buildings is fundamentally sound, we cannot assure you that we will be successful in this endeavor or that we can locate, finance and acquire these properties. We also cannot guaranty that the preferred stockholders will all accept our offer of common stock. In addition, although we currently intend to rename the company and effect the one-for-ten reverse stock split, our board retains the discretion to not take these actions. Some of the statements that we make in this press release, including statements about our confidence in the company’s prospects and strategies are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements other than historical information or statements about our current condition. Forward-looking statements can be identified by the use of terms such as “believes,” “contemplates,” “expects,” “may,” “will,” “could,” “should,” “would,” or “anticipates,” other similar phrases, or the negatives of these terms. We have based the forward-looking statements on our current expectations, estimates and projections about us. We caution you that these statements are not guarantees of future performance and involve risks and uncertainties. We have based many of these forward-looking statements on assumptions about future events that may prove to be inaccurate. Accordingly, our actual outcomes and results may differ materially from what we have expressed or forecast in the forward-looking statements. Any differences could result from a variety of factors, including our ability to (i) continue to successfully raise capital to fund our operations; (ii) successfully find medical office buildings to acquire; (iii) comply with SEC regulations and filing requirements applicable to us as a public company; and (iv) any of our other plans, objectives, expectations and intentions contained in this release that are not historical facts. You should not place undue reliance on our forward-looking statements, which reflect our analysis only as of the date of this release. The risks and uncertainties listed above and other documents that we file with the SEC, including our annual report on Form 10-K, quarterly reports on Form 10-Q, and any current reports on Form 8-K, must be carefully considered by any investor or potential investor in the company. We undertake no obligation to update forward-looking statements, except as required by law.

 

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/banyan-rail-embarks-on-new-strategy-300464257.html

SOURCE Banyan Rail Services Inc.

Waste Connections Shareholders Approve 3-for-2 Stock Split

Waste Connections Shareholders Approve 3-for-2 Stock Split

Canada NewsWire

TORONTO, May 23, 2017 /CNW/ – Waste Connections, Inc. (TSX/NYSE: WCN) (“Waste Connections” or the “Company”) announced that at its Annual and Special Meeting of Shareholders held today, shareholders passed a special resolution to approve the proposed three-for-two split (the “Share Split”) of the Company’s common shares (the “Common Shares”). Shareholders of record as of the close of business on June 7, 2017 (the “Record Date”) will receive from the Company’s transfer agent on June 16, 2017 (the “Payment Date”) one additional common share for every two shares held.

Waste Connections logo. (PRNewsFoto/Waste Connections, Inc.) (PRNewsFoto/WASTE CONNECTIONS_ INC_)

The New York Stock Exchange and the Toronto Stock Exchange have determined to implement due bill trading in connection with the Share Split.  A due bill is an entitlement attached to listed securities undergoing a material corporation action, such as the Share Split.  In this instance, anyone purchasing Common Shares during the period commencing at the opening of business two trading days prior to the Record Date (i.e., Monday, June 5, 2017) and ending on the Payment Date (i.e., Friday, June 16, 2017), inclusive (the “due bill period”), will receive a payable right. Any trades that are executed during the due bill period will be flagged to ensure purchasers receive the entitlement to the additional Common Shares issuable as a result of the Share Split. The Common Shares will commence trading on an ex-dividend basis on Monday, June 19, 2017. The due bill redemption date will be Wednesday, June 21, 2017.

“We believe the stock split, our fourth such split since our founding almost 20 years ago, demonstrates our continuing commitment to both broaden our shareholder base and enhance liquidity for investors,” said Ronald J. Mittelstaedt, Chairman and Chief Executive Officer.

Shareholders do not need to take any action. The Company will use the direct registration system (“DRS”) to electronically register the Common Shares issued pursuant to the Share Split, rather than issuing physical share certificates. Computershare Investor Services Inc. (“Computershare”), Waste Connections’ registrar and transfer agent, will send out DRS advice statements to registered shareholders, indicating the number of additional Common Shares that they are receiving as a result of the Share Split. This will allow shareholders to hold their additional Common Shares in a “book entry” form without having a physical share certificate issued. In addition, Computershare will electronically issue the appropriate number of Common Shares to CDS Clearing and Depositary Services Inc. and The Depository Trust Company for distribution to the non-registered shareholders of Waste Connections. Beneficial shareholders who hold their Common Shares in an account with their investment dealer or other intermediary will have their accounts automatically updated to reflect the Share Split in accordance with the applicable brokerage account providers’ usual procedures.

No holder of Common Shares will be issued fractional shares as a result of the Share Split. All fractional Common Shares resulting from the Share Split will be aggregated and sold in the open market for holders of Common Shares by Computershare, and each holder of Common Shares who would otherwise have been entitled to receive a fraction of a Common Share will receive, in lieu thereof, cash, without interest, in an amount equal to the proceeds from such sale by Computershare, less any brokerage commissions or other fees, in accordance with such holders’ fractional interest in the aggregate number of Common Shares sold. Shareholders will receive cash payments for any fractional shares in Canadian dollars, calculated based on the prevailing average market rate on the date or dates the sales are completed, if they are residents of Canada, and in U.S. dollars if they are not residents of Canada, including if they are residents of the United States. 

Subject to the treatment of fractional shares, the Share Split is not expected to constitute a taxable transaction for either Canadian federal income tax purposes or U.S. federal income tax purposes.  A holder who receives cash in lieu of a fractional Common Share will generally realize a capital gain (or capital loss) in respect of the disposition of that fractional Common Share.


About Waste Connections

Waste Connections is an integrated solid waste services company that provides waste collection, transfer, disposal and recycling services in mostly exclusive and secondary markets in the United States and Canada. Through its R360 Environmental Solutions subsidiary, Waste Connections is also a leading provider of non-hazardous oilfield waste treatment, recovery and disposal services in several of the most active natural resource producing areas in the United States, including the Permian, Bakken and Eagle Ford Basins. Waste Connections serves more than six million residential, commercial, industrial, and exploration and production customers in 39 states in the U.S., and five provinces in Canada. Waste Connections also provides intermodal services for the movement of cargo and solid waste containers in the Pacific Northwest.

For more information, visit the Waste Connections website at www.wasteconnections.com.  Copies of financial literature, including this release, are available on the Waste Connections website or through contacting us directly at either (905) 532-7510 or (832) 442-2200.  Investors can also obtain these materials and other documents filed with the U.S. Securities and Exchange Commission (SEC) and the securities commissions or similar regulatory authorities in Canada free of charge at the SEC’s website, www.sec.gov, and at the System for Electronic Document Analysis and Retrieval (SEDAR) maintained by the Canadian Securities Administrators at www.sedar.com.



Safe Harbor and Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995 (PSLRA) and “forward-looking information” within the meaning of applicable securities laws in Canada. These forward-looking statements are neither historical facts nor assurances of future performance and reflect Waste Connections’ current beliefs and expectations regarding future events and operating performance. These forward-looking statements are often identified by the words “may,” “might,” “believes,” “thinks,” “expects,” “intends” or other words of similar meaning. All of the forward-looking statements included in this press release are made pursuant to the safe harbor provisions of the PSLRA and applicable Canadian securities laws. Forward-looking statements involve risks and uncertainties. Forward-looking statements in this press release include, but are not limited to, statements about the timing and impact of the proposed share split. Important factors that could cause actual results to differ materially from those in the forward-looking statements, include, but are not limited to risk factors detailed from time to time in filings that have been made by the Company with the U.S. Securities and Exchange Commission and the securities commissions or similar regulatory authorities in Canada. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release.  Waste Connections undertakes no obligation to update the forward-looking statements set forth in this press release, whether as a result of new information, future events, or otherwise, unless required by applicable securities laws.

CONTACT:

Worthing Jackman / (832) 442-2266

Mary Anne Whitney / (832) 442-2253


worthingj@wasteconnections.com


maryannew@wasteconnections.com

 

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/waste-connections-shareholders-approve-3-for-2-stock-split-300462645.html

SOURCE Waste Connections, Inc.

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