Lumonall and CleanWear Products Agree on Business Combination
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TORONTO, ONTARIO, Nov 09 (MARKET WIRE) --
Lumonall, Inc. (OTCBB: LUNL), (the "Company" or "Lumonall") today
announced that it has agreed to combine operations with CleanWear
Products Ltd. ("CleanWear") through the acquisition of CleanWear, JM
Harris Holdings Inc. (Holdings) and the copyright name CleanWear (the
"Name"). Mr. Jonathan M. Harris is a private businessman with substantial
experience in developing and growing small businesses and is the sole
shareholder of CleanWear and Holdings.
CleanWear is a manufacturer of reusable and limited use garments and
gloves for individual, clean room and static operations and Holdings is a
separate legal entity which owns the land and building where the
operations reside.
Pursuant to the terms of the proposed transaction, Lumonall agrees to
acquire all of the issued and outstanding shares of CleanWear and
Holdings and the Name. The purchase price, subject to various terms and
conditions, will be paid by the issuance of restricted common shares of
the Company and the remainder of the purchase price will be paid by the
issuance of a Lumonall secured promissory note.
As part of the acquisition, Mr. Harris will be appointed CEO and Mr. John
G. Simmonds will resign. Mr. Simmonds will stay on as chairman of the
Board and will continue to assist Mr. Harris with strategic matters.
The closing date of the acquisition shall be subject to the Companies due
diligence of CleanWear and Holdings and the issuance of audited financial
statements. Mr Harris and the Company believe that all conditions
precedent to close can be completed by January 31, 2010.
John Simmonds, Company CEO stated; "We believe that the business
combination with CleanWear Products, represents an exciting opportunity
for the Company to combine with an established business which has
operated for more than 30 years. The transaction will significantly
strengthen the Company's financial position and will have an immediate
impact on revenues. Together with Jonathan we will continue to take steps
to restructure the Company and seek other business opportunities to
diversify its operations and accrue shareholder value."
Jonathan Harris commented; "We have the infrastructure and existing
distribution channels available to enhance and develop new markets for
the Company. I am excited about the opportunity and look forward to
building this Company. The combined operations will serve as a firm base
on which to build John's vision of a diversified safety systems and clean
products market leader."
Note: This press release contains "forward looking statements" as defined
in the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are based on currently available competitive,
financial and economic data and management's views and assumptions
regarding future events. Such forward-looking statements are inherently
uncertain. Lumonall cannot provide assurances that the matters described
in this press release will be successfully completed or that the company
will realize the anticipated benefits of any transaction. Actual results
may differ materially from those projected as a result of certain risks
and uncertainties, including but not limited to: global economic and
market conditions; the war on terrorism and the potential for war or
other hostilities in other parts of the world; the availability of
financing and lines of credit; successful integration of acquired or
merged businesses; changes in interest rates; management's ability to
forecast revenues and control expenses, especially on a quarterly basis;
unexpected decline in revenues without a corresponding and timely
slowdown in expense growth; the company's ability to retain key
management and employees; intense competition and the company's ability
to meet demand at competitive prices and to continue to introduce new
products and new versions of existing products that keep pace with
technological developments, satisfy increasingly sophisticated customer
requirements and achieve market acceptance; relationships with
significant suppliers and customers; as well as other risks and
uncertainties, including but not limited to those detailed from time to
time in Lumonall's SEC filings. Lumonall undertakes no obligation to
update information contained in this release. For further information
regarding risks and uncertainties associated with Lumonall's business,
please refer to the risks and uncertainties detailed from time to time in
Lumonall's SEC filings.
Contacts:
Lumonall, Inc.
John G. Simmonds
Chairman
(905) 833-9845 x 1
Copyright 2009, Market Wire, All rights reserved.
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