''Guardian Technologies Merger Update''; Merger Candidate-Vairex Corp. Completes Debt Restructuring and Debt Conversion.Business Editors CAREFREE, Ariz.--(BUSINESS WIRE)--April 4, 2001 Guardian Technologies International Inc. (Nasdaq: GRDN GRDN Garden (postal suffix) ), in a follow-up to its previously announced execution of a definitive agreement to acquire Vairex Corp. (see press release dated 2/20/01), Wednesday announced that certain conditions to closing the merger between Guardian and Vairex have been completed. As of the date hereon here·on adv. On this; hereupon. , Vairex has completed the following: -- Executed an agreement providing for a restructuring of its $644,250 of senior secured notes payable. -- Converted to equity, 100 percent of its $676,786 of convertible notes payable. -- Converted to equity $1,114,982 of unsecured debt. "We are very excited about achieving these milestones which move us closer to being able to complete our merger with Vairex," stated J. Andrew Moorer, Guardian's president and chief executive officer. "We continue to work diligently to satisfy the remaining conditions to closing," concluded Moorer. About Vairex Vairex was founded in 1987 to develop advanced, proprietary, oil-free compressor technology for automotive and industrial applications and has been engaged in the emerging fuel cell industry for over six years. The company's technical leadership has led to two major DOE development contracts and prototype sales to industry leaders such as Ballard, GM, Energy Partners and others. Most recently Vairex has delivered evaluation units to McDermott Technology and Fiat. For more information, visit Vairex's Web site at www.vairex.com. About Guardian Guardian, through its wholly-owned subsidiary Guardian Security & Safety Products Inc. (GSSP GSSP Global Boundary Stratotype Sections and Points GSSP Generally-Accepted System Security Principles (NSSOG) GSSP Gifted Student Services Plan (Kentucky Department of Education) ), serves the law enforcement, security and military communities and the global security industry. GSSP's majority-owned subsidiary majority-owned subsidiary A firm in which more than 50% of outstanding voting stock is owned by the parent company. , ForceOne, LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control , manufactures a variety of high-end ballistic protective equipment including patented personal protection devices commonly referred to as body armor Noun 1. body armor - armor that protects the wearer's whole body body armour, cataphract, coat of mail, suit of armor, suit of armour armet - a medieval helmet with a visor and a neck guard . Guardian, through its wholly-owned subsidiary Guardian Steel, is engaged in structural steel fabrication fabrication (fab´rikā´sh n the construction or making of a restoration. and provides among its products, structural steel used primarily in military base refurbishments and other projects under Federal contract. The statements made in this press release contain certain forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934 that involve a number of risks and uncertainties. Actual events or results may differ from the company's expectations. In addition to the matters described in this press release, risk factors listed from time to time in the company's SEC reports and filings, including, but not limited to, its report on Form 10-QSB for the quarter ended Sept. 30, 2000 and its report on Form 10-KSB for the year ended Dec. 31, 1999, may affect the results achieved by the company. |
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