Leeward Group, Inc. and Principle Security International, Inc. Enter Into a Letter of Intent to Merge
2010年4月20日 - 12:57AM
On April 16, 2010, Leeward Group, Inc. ("LEEWARD"), a Delaware
Corporation, specializing in commercial and residential
insurance, has signed a non-binding letter of intent which
contemplates a proposed reverse merger with Principle Security
International, Inc. ("PRINCIPLE" OR "PCPZ") (OTCBB:PCPZ).
Under the terms of the non-binding LOI, LEEWARD would acquire
65% of the outstanding common stock of PCPZ, pursuant to the
contemplated merger exchange agreement. Following the closing of
the anticipated merger, LEEWARD would emerge as the surviving
company with a name and symbol change to follow.
In addition, PCPZ shareholders would retain approximately 35% of
the new company's outstanding shares upon completion of the
anticipated merger. The merger is subject to a number of
conditions, including the signing of a definitive merger agreement,
which is anticipated to be completed by the end of May, 2010,
the completion of financing arrangements between the two parties,
and positive final due diligence results reported on behalf of both
parties.
Commenting on the potential merger, LEEWARD's CEO Kevin M.
Coughlin, stated: "After successfully growing our business over the
past few years, I believe that the next logical step in our
corporate development is to have our stock quoted for sale in a
public market. The greater access to capital and overall visibility
afforded by operating as a publicly traded entity can play a
significant role in our ability to expand both through acquisition
and the organic growth of our existing business."
About Leeward Group, Inc.
The Leeward Group is a full-service insurance agency and
consulting firm serving the insurance needs of thousands of
commercial and residential clients throughout the United
States. In addition to their retail insurance operations,
they specialize in creating and administering exclusive insurance
programs for associations and their members. In addition
Leeward also operates an alternative risk management program which
includes reinsurance and captive arrangements.
Forward-Looking Statements
This release contains forward-looking statements, including,
without limitation, statements concerning our business and possible
or assumed future results of operations. Our actual results could
differ materially from those anticipated in the forward-looking
statements for many reasons including: our ability to continue as a
going concern, adverse economic changes affecting markets we serve;
competition in our markets and industry segments; our timing and
the profitability of entering new markets; greater than expected
costs, customer acceptance of our products or difficulties related
to our integration of the businesses we may acquire; and other
risks and uncertainties as may be detailed from time to time in our
public announcements and SEC filings. Although we believe the
expectations reflected in the forward-looking statements are
reasonable, they relate only to events as of the date on which the
statements are made, and our future results, levels of activity,
performance or achievements may not meet these expectations. We do
not intend to update any of the forward-looking statements after
the date of this document to conform these statements to actual
results or to changes in our expectations, except as required by
law.
CONTACT: The Leeward Group
888-392-6671
Fax: 609-818-9535
LeewardGroup.com
65 S. Main Street, Suite A300
Pennington, NJ 08534
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