NanoPierce Technologies, Inc. Signs Letter of Intent with Meshed Systems, GmbH.Business Editors/High-Tech Writers DENVER--(BUSINESS WIRE)--Sept. 25, 2003 NanoPierce Technologies, Inc. today announced the signing of a Letter of Intent (LOI LOI Letter of Indemnity (international trade and carriage business) LOI Letter Of Intent LOI Loss On Ignition LOI Letter of Inquiry LOI Lack Of Information LOI Lack of Interest LOI Letter of Invitation LOI List Of Items ) with Meshed Systems GmbH, (www.meshedsystems.com) for it to acquire 51% of ExypnoTech GmbH, a 100% owned subsidiary of NanoPierce Technologies, Inc. The acquisition, expected to close within 45 days, will involve the issuance of new shares by ExypnoTech to Meshed Systems in exchange for cash, a commitment for substantial future financing and the release of NanoPierce Technologies from certain liabilities. Further details of the transaction will be disclosed in public filings of NanoPierce Technologies subsequent to closing of the transaction. At the closing, Dr. Michael E. Wernle will be re-appointed as Chief Executive Officer of ExypnoTech. ExypnoTech will continue to focus its business mainly on advanced manufacturing technologies for RFID (Radio Frequency IDentification) A data collection technology that uses electronic tags for storing data. The tag, also known as an "electronic label," "transponder" or "code plate," is made up of an RFID chip attached to an antenna. (Radio Frequency Identification See RFID. ) inlays. Meshed Systems, recently founded by Dr. Michael E. Wernle and financed by private equity capital mainly out of Austria and Germany, will be an RFID component and solution supplier for different markets like logistics, supply chain, health care and security printing. Key products are RFID transponders in different shapes (discs, sticks, labels and inlays) and advanced reader modules. A main focus of the new company is the software integration of all RFID components based on the ".Net" technology to provide the end customers with a full functioning RFID system to be easily integrated in the existing IT infrastructure. The management and technical team consists of former colleagues of Dr. Wernle and veterans of the RFID industry formerly working for semiconductor manufacturers, service providers and production machine manufacturers. NanoPierce Technologies will grant ExypnoTech a worldwide, non-exclusive, non-royalty bearing license for the right to use the ultrasonic flip chip A chip packaging technique in which the active area of the chip is "flipped over" facing downward. Instead of facing up and bonded to the package leads with wires from the outside edges of the chip, any surface area of the flip chip can be used for interconnection, which is typically done process and the right to sublicense sub·li·cense n. A license giving rights of production or marketing of products or services to a person or company that is not the primary holder of such rights. tr.v. this technology in the RFID market. NanoPierce retains full ownership of its intellectual property, and will contribute no cash to ExypnoTech. Additionally, NanoPierce will transfer the trademark applications "ExypnoTech" and "Smart Paper" to ExypnoTech. The LOI provides that once ExypnoTech is operating profitably, cash distributions will be made to both shareholders of ExypnoTech equal to their ownership. Paul H. Metzinger, President & CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of NanoPierce Technologies, said, "NanoPierce was faced with the very real possibility of being forced to discontinue operations of ExypnoTech due to inability to obtain financing. An effort to obtain financing directly into ExypnoTech by European investors was perceived to be the only realistic remaining alternative. Dr. Wernle was successful in this effort. At least now the shareholders of NanoPierce stand a very strong chance to realize a return on their investment, without any further financing burden on NanoPierce." Michael E. Wernle, President & CEO of Meshed Systems, said, "Given the current conditions prevailing in the financial markets this solution offers a greater chance that ExypnoTech's original ideas and visions become a reality. We didn't really want to consider alternatives with unacceptable consequences for the shareholders of NanoPierce Technologies, Inc. The teams of both companies want a successful, profitable, and well established ExypnoTech in the RFID market." About ExypnoTech GmbH ExypnoTech GmbH is a 100% subsidiary of NanoPierce Technologies, Inc., located in Rudolstadt, Germany. ExypnoTech produces a range of RFID components, including smart inlays assembled using the benefits of an ultrasonic flip-chip process. About NanoPierce Technologies, Inc. NanoPierce Technologies, Inc. of Denver, Colorado, USA, is traded on the NASDAQ stock market Nasdaq stock market The first electronic stock market listing over 5000 companies. The Nasdaq stock market comprises two separate markets, namely the Nasdaq National Market, which trades large, active securities and the Nasdaq Smallcap Market that trades emerging growth companies. (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :NPCT NPCT Nonproliferation Controls and Treaty Compliance NPCT Nasal-Pharynx Cancerous Tissue ) as well as on the Frankfurt and Hamburg exchanges (OTC OTC See: Over-the-counter. OTC See over-the-counter market (OTC). :NPI NPI National Provider Identifier, see there ). In addition to the 12 patents it owns, NanoPierce has numerous applications pending, others in preparation, and various other intellectual properties related to NanoPierce's proprietary NCS (Network Call Signaling) CableLabs version of MGCP. See MGCP/MEGACO. NCS - Network Computing System: Apollo's RPC system used by DEC and Hewlett-Packard.The protocol has been adopted by OSF. (TM) (NanoPierce Connection System). This advanced system is designed to provide significant improvement over conventional electrical and mechanical interconnection methods for high-density circuit boards, components, sockets, connectors, semiconductor packaging and electronic systems. For more information regarding NanoPierce Technologies, Inc., visit the Company's website: www.nanopierce.com. About Meshed Systems GmbH Meshed Systems GmbH is a recently founded RFID component and solution supplier for different markets like logistics, supply chain, health care and security printing. Key products are RFID transponders in different shapes (discs, sticks, labels and inlays) and advanced reader modules. A main focus of the new company is the software integration of all RFID components based on ".Net" technology to provide the end customer with a full functioning RFID system to be easily integrated in the existing IT infrastructure. This announcement contains 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. about NanoPierce Technologies, Inc., and its subsidiaries, that may involve risks and uncertainties. Important factors relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the Company's operations could cause actual results to differ materially from those in forward-looking statements and are further detailed in filings with the Securities and Exchange Commission (SEC) available at the SEC's website (http://www.sec.gov). All forward-looking statements are based on information available to NanoPierce Technologies, Inc., on the date hereof, and NanoPierce Technologies, Inc., assumes no obligation to update such statements. |
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