Our Stocks to Watch tomorrow include Wi-Fi TV (OTC: WTVN), Atlantis Technology Group (OTCBB: ATNOD), True Product ID (OTCBB: TPDI), Universal Guardian Holdings, Inc. (OTCBB: UGHO), vFinance, Inc. (OTCBB: VFIN) and American Security Resources Corporation (OTCBB: ARSC).
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WI-FI TV INC (OTC: WTVN)
"Up 118.75% on Wednesday"
Detailed Quote: http://www.otcpicks.com/quotes/WTVN.php
Wi-Fi TV, Inc. delivers live TV channels and other video-based content through the Internet. It delivers media rich content, including movies, film clips, and electronic books in multiple delivery formats through its Web site, Wi-FiTV.com, as well as through other related Web sites. The company, formerly known as Kanakaris Wireless, Inc., was incorporated in 1991. Wi-Fi TV is based in Newport Beach, California.
November 7 - 500 TV Stations With Live Chat, Including Wi-FiCars.com, in Thursday Launch of Wi-Fi TVTM
Social Internet TVTM Will Feature New Universal Wi-Fi TV Player
Wi-Fi TV (OTC: WTVN) launches the all new Wi-Fi TV web site on Thursday with 500 TV stations with live chat, including the new Wi-FiCars.com, an exclusive Internet TV station.
One of many new design and technology features of the Wi-Fi TV web site is a new universal Wi-Fi TV player which is embedded throughout the site. The player is capable of delivering WindowsMedia®, QuickTime®, Flash® and other live video stream and on-demand video file formats. The user can select three screen sizes: Standard, Enlarge and Full Screen. Wi-Fi TV's unique live chat feature, which allows viewers to chat with others watching the same program, is contained on both the Standard and Enlarge screen sizes.
ATLANTIS TECH NEW (OTCBB: ATNOD)
"Up 85.71% on Wednesday"
Detailed Quote: http://www.otcpicks.com/quotes/ATNOD.php
Atlantis Business Development Corporation operates as a business development company that primarily assists eligible portfolio companies with capital information. The company was incorporated in 1986 as Vision Technology International and changed its name to Medplus Corporation in 1992. Subsequently, it changed its name to Atlantis Business Development Corporation in 2003. Atlantis Business Development Corporation is headquartered in Miami, Florida.
November 7 - Atlantis Technology Group Notice to All Shareholders of Symbol Change
Technology company Atlantis Technology Group (OTCBB: ATNOD) announced the current symbol ATNOD will change to ATNO as of Thursday, November 8th, 2007.
The "D" designation on the symbol ATNO-D was placed on the original ATNO symbol, as required by the NASD, in order to make the trading community aware of a prior capital reorganization of company stock. This NASD requirement, that the "D" to be appended to the new symbol ATNO-D, had a twenty trading day period duration. Now that the mandated period has passed, the symbol for Atlantis Technology Group is ATNO.
The change to the symbol will not affect the prior-announced three for one forward stock split as released November 6, 2007. As stated in previous release "As of Wednesday, November 21, 2007, shareholders of Atlantis Technology Group will automatically own two additional shares of common stock for each share of record held on November 16, 2007, constituting a three for one forward stock split."
TRUE PRODUCT ID (OTCBB: TPDI)
"Up 67.74% on Wednesday"
Detailed Quote: http://www.otcpicks.com/quotes/TPDI.php
True Product ID, Inc. produces integrators for anti-counterfeiting and security surveillance applications, as well as provides integrated tracking devices. The company's authentication solution is an integrated management system based on synthetic taggant technology, Synthetic DNA (S-DNA), in which specific taggants are formulated to tag target objects for identification and authentication. Its products and services include S-DNA, a marking process that involves the application of a combination of inorganic elements, which enables to invisibly attach a fingerprint to the product that can be applied to industrial parts, apparel, consumer electronics, jewelry, CD-ROMs, sporting goods, and currency; and handheld scanners/analyzers that are used to identify S-DNA codes. The company also offers authentication services, which include credited scans associated with the work order, additional scans required, and management of inspectors by the company. True Product ID delivers its solutions to governments, armed forces, and industry. The company was founded in 2005. It was formerly known as ONTV, Inc. and changed its name to True Product ID, Inc. in 2006. True Product ID is based in Philadelphia, Pennsylvania.
November 7 - True Product ID Files SEC Form 8-K: Change in Directors or Principal Officers, Other Events, Financial Statements
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
Effective November 07, 2007, the board of directors appointed William R. Dunavant as the Company's Chief Executive Officer. James MacKay also voluntarily relinquished his position as Chairman of the Board to Mr. Dunavant who was appointed the new Chairman of the Board.
Item 8.01 Other Events
On November 07, 2007 the Board of Directors of the Company voted to effect a 30:1 reverse split of the Company's common stock. This action was then authorized and approved by the holders of a majority of the outstanding common shares of True Product ID Inc. authorized to vote. The Board then passed a resolution to effectuate the rerse split immediately, in accordance with all applicable rules and regulations pertaining thereto.
The corporate actions taken were authorized pursuant to shareholders written consent in accordance with the provisions set forth in Section 228 of the General Corporation Law of the State of Delaware and Article I, Section 7 of the Company's bylaws.
The Board also authorized the change in the Corporation's Principal Executive Offices to 1615 Walnut Street, 3rd Floor, Philadelphia, PA 19103. (215) 972-1601.
On November 07, 2007 the Board of Directors of the Company has also voted to retain Rene Hamouth (Hamouth Family Trust trustee) to consult and assist the Company in market matters. The Company has authorized the issuance of three million (3,000,000) common shares post reverse split of the Company to the Hamouth Family Trust as consideration for consulting the Company regarding market matters.
UNIVERSAL GUARDIAN HOLDINGS (OTCBB: UGHO)
"Up 33.06% on Wednesday"
Detailed Quote: http://www.otcpicks.com/quotes/UGHO.php
Universal Guardian Holdings, Inc., through its subsidiaries, provides security products, systems, and services to mitigate terrorist and security threats for governments and businesses worldwide. It provides comprehensive risk mitigation solutions, as well as tactical and strategic security services. These services include threat assessment, risk analysis, country risk management, business intelligence, corporate investigations, information assurance, kidnap, and ransom insured services. Universal Guardian Holdings also designs, produces, and markets non-lethal or less-lethal personal protection devices and projectiles for military, law enforcement, private security, and consumer personal protection markets. The company's principal products comprise the Cobra StunLight, a LED flashlight; and Riot Defender, a semi-automatic projectile launcher for law enforcement and military applications. In addition, Universal Guardian Holdings provide proprietary integrated and interoperable asset tracking and monitoring systems for use in government and commercial global supply chain logistics, inter-modal transportation, maritime, and seaport security. Further, the company develops Total Asset Guardian (TAG) platform, which provides solutions for global asset tracking, asset visibility, and data management. It also licenses and sells TAGeasy e-commerce RFID label system, a subscription-based system that provides pre-printed RFID labels; TAGstation, a hosted-system designed to provide on-site RFID capability for small and medium-sized government and retail suppliers; and TAGcentral, which consist of an enterprise level software application for international retailers and government suppliers. The company distributes its products through sales agents, distributors, and dealers. Universal Guardian Holdings was incorporated in 2001 and is based in Newport Beach, California.
November 7 - Universal Guardian to Spin-off Its Systems Business
As Tagistics Corporation, the spin-off will continue to operate under existing management in place since 2004 providing RFID on-demand solutions
Universal Guardian Holdings, Inc. (OTCBB: UGHO), an emerging global leader in non-lethal protection products and strategic security services to protect against terrorist, criminal, and security threats, announced that it has entered into a definitive agreement to spin-off its systems business.
The transaction is expected to close by the end of November and consists of the transfer and sale of Universal Guardian's systems group's RFID business assets to Tagistics Corporation. "The spin-off will allow each company to focus on its core business -- Tagistics on RFID on-demand solutions and Universal Guardian on security through its products and services divisions," said Kevin Westcott, President and COO of Universal Guardian.
"Tagistics' mission remains unchanged following the spin-off," stated Herbert P. Goertz, CEO of Tagistics. "Tagistics is superbly positioned as the only RFID on-demand solution provider in the United States. We have secured financing with new strategic partners and will operate the company with a management team that has been working together in the RFID technology sector since 2004."
The terms include $1,000,000 in cash and a secured note, an assumption and release of certain liabilities as well as the provision of hosting services by Tagistics. Universal Guardian will also own 5% of Tagistics Corporation. "We are extremely excited about retaining an equity stake in Tagistics with the tremendous opportunities which we believe exist in the RFID market," Westcott said. "With the business in the hands of former Universal Guardian's Systems Group senior executives, we believe that Tagistics has the ability to develop significant value."
After the spin-off, Universal Guardian will consist of two business groups:
UG Services Group which provides integrated strategic and tactical security solutions which generated over $20 million in revenue in 2006.
UG Products Group which designs, manufactures, and distributes non-lethal products for law enforcement, military, professional security and consumers. The Group's first product, the Cobra StunLight(TM) is being sold globally.
VFINANCE (OTCBB: VFIN)
"Up 26.32% on Wednesday"
Detailed Quote: http://www.otcpicks.com/quotes/VFIN.php
vFinance, Inc., through its subsidiaries, provides various financial services in the United States. It buys and sells securities for its customers. The company, through its brokers, offers a range of financial investments, including equities, corporate bonds, municipal securities, collateralized mortgage obligations, mutual funds, and insurance products. vFinance also liquidity services to national and regional full-service broker-dealers, electronic discount brokers, and institutional investors. In addition, the company offers a range of services, including trading technology, routing software, hedge fund incubation, capital introduction, and custodial services to institutional traders, hedge funds, and professional traders. Further, it owns financial services Web site, www.vfinance.com and provides access to clients and investors. The company was founded in 1992 and is headquartered in Boca Raton, Florida.
November 7 - National Holdings Corporation and vFinance, Inc. Agree to Merge
National Holdings Corporation (OTCBB: NHLD) (“National”) and vFinance, Inc. (OTCBB: VFIN) (“vFinance”), full service investment banking companies, today announced that they have entered into a definitive agreement to merge.
In conjunction with the merger, National will issue shares of common stock in National for all outstanding vFinance common shares (other than shares held by National or vFinance or any stockholders of vFinance who properly exercise dissenters’ rights under Delaware law). For each share of vFinance stock owned, the vFinance shareholders will receive 0.14 shares in National representing in the aggregate approximately 40% of National. The special committee of the board of directors and the board of directors of National have unanimously approved the merger agreement. The special committee of the board of directors and the board of directors of vFinance have unanimously approved the merger agreement and recommend that vFinance stockholders adopt the agreement and approve the merger.
Mark Goldwasser will continue to serve as the Chairman and CEO of National and Leonard Sokolow will become Vice Chairman and President of National. Mr. Goldwasser and Mr. Sokolow will both report to the National board of directors, and will be members of the three-person executive committee, together with Mr. Chris Dewey who will continue to serve as Vice Chairman.
“Combined we will be one of the largest publicly traded financial service firms targeting the middle market with an independent contractor model having approximately 700 registered representatives, over 120 retail brokerage locations in the United States, Europe and Latin America, approximately 25 investment bankers and over 30 institutional sales people and traders making markets in excess of 3,500 stocks,” said Leonard Sokolow, Chairman and CEO of vFinance.
“Based on the strengths of the two organizations, we will emerge as a formidable middle market firm, poised for continued growth,” said Chris Dewey, Vice Chairman of National.
“Our combined revenue will place National in a new tier amongst publicly traded brokerage firms. For the quarter ended June 30, 2007, the two firms generated over $30 million in revenues reflecting an annual run rate in excess of $120 million. Post merger, the combined firms will have more than 50,000 client accounts representing approximately $3 billion in direct assets and $1 billion in indirect assets,” said Mark Goldwasser, Chairman and CEO of National. “I am excited to be able to bring together two firms such as National and vFinance with complementary skill sets and management teams who have independently managed to grow and build critical infrastructure over the past five years.”
The transaction is subject to various closing conditions, including approval by FINRA and other applicable regulatory authorities, approval of the merger by vFinance stockholders, completion by National of a private placement of equity securities resulting in gross proceeds of at least $3 million, effectiveness of a Registration Statement on Form S-4 for the National securities to be issued in the merger to the vFinance stockholders and other customary closing conditions. The merger is expected to close during the first half of calendar year 2008. Until the merger is completed, both companies will continue to operate their businesses independently. Following the merger, it is intended that National will operate the broker-dealer subsidiaries independently.
Under the terms of the definitive merger agreement, vFinance or National may, subject to the provisions of the merger agreement, terminate the agreement upon payment of a termination fee.
Valuation Research Corporation is acting as financial advisor to vFinance and has delivered a fairness opinion to the special committee of the board of directors and the board of directors of vFinance as to the fairness, from a financial point of view, of the consideration to be received by vFinance’s stockholders in the merger transaction. Edwards Angell Palmer & Dodge LLP is acting as legal advisor to vFinance.
Eureka Capital Markets LLC is acting as financial advisor to National and has delivered a fairness opinion to the special committee of the board of directors and the board of directors of National as to the fairness, from a financial point of view, of the consideration to be provided to vFinance’s stockholders in the merger transaction. Littman Krooks LLP is acting as legal advisor to National.
About National Holdings Corporation
National Holdings Corporation is a holding company that operates through its wholly owned subsidiaries, National Securities Corporation and National Insurance Corporation. National Securities conducts a full service national brokerage and investment banking business. National Insurance provides a full array of fixed insurance products to its clients. National Securities is a broker-dealer registered with the SEC, and a member of FINRA and SIPC. For more information about National Holdings Corporation, visit www.nationalsecurities.com.
AMERICAN SECURTY RESOURCES (OTCBB: ARSC)
"Up 24.44% on Wednesday"
Detailed Quote: http://www.otcpicks.com/quotes/ARSC.php
American Security Resources Corporation, through its subsidiaries, engages in the development of advanced hydrogen fuel cells in the United States. It is also developing a method to formulate hydrogen from ammonia. The company was founded in 1981. It was formerly known as Computer Automation Systems, Inc. and changed its name to Kahuna Network Security, Inc. in January 2004. Further, it changed its name to American Security Resources Corporation in July 2004. The company is based in Houston, Texas.
November 7 - Hydra Fuel Cell Corp. First Residential Hydrogen Fuel Cell System Leads to Purchase Order for 10 HydraStax(R) Systems
Hydra Fuel Cell Corporation (www.hydrafuelcell.com), a wholly owned subsidiary of American Security Resources Corporation (OTCBB: ARSC), announced that its beta installation of a complete HydraStax® fuel cell system at a residence in Texas triggered a purchase order for 10 HydraStax® 5000 systems from a Florida-based international green building products distributor, Conexa.
Jim Twedt, President and CEO of Hydra, said, “Conexa is the distributor in Colombia, Ecuador, Peru, Nicaragua, El Salvador, the Dominican Republic and Florida for Brazilian Gypsum products (www.braziliangypsum.com). They feel that by combining their Gypsum Board products (www.wandbd.com) and fuel cells in the homes they build, they will be in a position to provide their clients with the ultimate energy saving package.” Twedt continued, “Brazilian Gypsum is a conglomerate of 32 Brazilian companies acting to develop the market for Brazilian Gypsum products in the U. S. and South America.”
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