Diversified Media Holdings, Inc. Announces Signing of a Share Exchange Agreement with TPI Co. Ltd.NEW YORK New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of & TOKYO -- Diversified Media Holdings, Inc. ("Diversified") (OTC OTC See: Over-the-counter. OTC See over-the-counter market (OTC). : DVHI) announced that it has signed a share exchange agreement with TPI (Tracks Per Inch) The measurement of the density of the storage channels on a disk or tape. Track density on magnetic disks has reached 125,000 tpi (125 Ktpi). See bpi, areal density and magnetic disk. Co., Ltd. ("TPI") a Japanese corporation active in the employee staffing industry in key Asian markets. The closing of the proposed share transaction is subject to the completion of various conditions including the following events: Diversified will authorize a one for 1,000 Reverse Stock Split; Diversified will authorize an amendment to its Certificate of Incorporation certificate of incorporation n. some states issue a certificate to prove a corporation's existence upon the filing of Articles of Incorporation. In most states the Articles are sufficient proof. to increase its authorized shares Authorized shares Number of shares authorized for issuance by a firm's corporate charter. of common stock to fifty million (50,000,000) shares; after which Diversified will exchange 18,600,000 shares of its common stock with the shareholders of TPI Co., Ltd. for 100% of the issued and outstanding common stock of TPI Co., Ltd. Upon conclusion of the proposed share exchange transaction the shareholders of TPI Co., Ltd. will own approximately ninety three percent (93%) of the issued and outstanding common stock of Diversified, and Diversified will change its name to TPI International, Inc. and will immediately apply for a new CUSIP number CUSIP Number An identification number assigned to all stocks and registered bonds. The Committee on Uniform Securities Identification Procedures (CUSIP) oversees the entire CUSIP system. Notes: This system is used in the U.S. and Canada. and stock symbol. Headquartered in Tokyo, TPI is an employee staffing company engaged in providing temporary workers in the IT and nursing care industries. The company has operations in China, Japan, the Philippines and Vietnam. A key market opportunity for the company is to recruit and train home health care workers for the Japanese market where needs of the growing elderly segment of the population combined with a low domestic birth rate have resulted in a critical shortage of nurses and home health care workers. Certain statements contained in this press release may be forward-looking in nature. The likelihood of the transaction discussed going forward is subject to a variety of risks and uncertainties and, consequently investors should not assume that the transaction will be consummated. Factors that could cause the transaction not to go forward include, but are not limited to, the following: (1) failure to complete the conditions to closing; (2) unfavorable economic and industry conditions, and (3) other unanticipated conditions and developments. Neither Diversified Media Holdings, Inc. nor TPI Co., Ltd. make any commitment to revise or update any 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. in order to reflect events or circumstances after the date any such statement is made. |
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