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News for 'NEXH' - (Nexia Signs Agreement to Acquire Axis Labs, Inc.)
SALT LAKE CITY, Aug 30, 2005 (PRIMEZONE via COMTEX) -- Nexia Holdings, Inc. (OTCBB NEXHE) announced today that it has signed a Definitive Acquisition Agreement to acquire a 100% interest in Axis Labs, Inc. in exchange for 165,000 shares of Nexia's Class C Preferred Stock.
Axis Labs is a research, development and manufacturing start up whose focus is the development of Molecular Imprinted Polymers (MIPs) for various commercial applications. Axis is currently in the process of developing MIPs applications for use as removal process of BigDye Terminators(r) in DNA sequencing that will save the industry several steps and many dollars, removal of arsenic from drinking water for large scale water treatment plants, as well as point of use applications and a saliva based illegal drug test which will provide "real time" detection of the presence of illegal substances.
Nexia's CEO Richard Surber commented, "We are assembling all of the necessary elements to build substantial value for Nexia and its shareholders. The planned acquisition of Axis Labs, Inc., the recent signing of an Investment Agreement for an equity line of credit up to U.S. $10 million with Dutchess coupled with our existing real estate portfolio could be a three pronged recipe for success. I will be focusing my energies over the next month on completing the necessary financing documents with outside counsel. I am optimistic that Nexia will not only be able to provide the necessary financial foundation to assist Axis in executing its impressive business model but will also be able to obtain the necessary capital resources to grow its real estate portfolio."
The Axis team has already filed for provisional patent protection on one of its targeted technologies and has numerous patent disclosures prepared for filing as time and resources permit.
The market has demanded of Axis the development of its current targeted technologies. Relationships are being cultivated to expand the market beyond the relationships in place with companies seeking solutions to their water remediation needs for arsenic, the removal of BigDye Terminators(r) in the genetic sequencing process and the need for real time saliva/oral drug tests for drugs of abuse.
Dr. Glen Southard, Ph.D., Director of Research and Development for Axis, commented that, "Advances in molecular imprinting, coupled with powerful new concepts in polymer science have enabled MIPS to enter the real world in more than niche applications. MIPs have the potential for enhancing the lives of vast numbers of people by dramatically improving drinking water quality in areas with profound problems."
Axis' CEO James Harward commented that, "Nexia's acquisition of Axis will be the first step in bringing Axis' technology to market. Nexia will play a key role in funding the development of Axis' MIPs technology."
Kent Johnson Director of Marketing and Sales noted that, "SEQuester(tm), the patented star product in this new generation of super filters, is intended for the genomics market of automated DNA sequencing laboratories. The product offers sizeable labor savings in the processing of DNA samples and fully enables robotic sequencers. We have discussed tentative agreements for brand alliances and manufacturing through well known distribution channels in the DNA products industry, an overall market worth an estimated U.S. $4 billion."
Nexia strongly encourages the public to read the above information in conjunction with its Form 10-KSB for December 31, 2004 and Form 10-QSB for March 30, 2005. Nexia's disclosures can be viewed at www.sec.gov. This press release is not a solicitation to buy or sell any securities. Nexia strongly encourages investors not to invest any monies which they cannot afford to lose. Nexia is a high-risk security known as a penny stock.
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Disclaimer - I personnaly own a considerable number of NEXHE shares
From Investors.com "The SEC had charged that at least 15 of the companies are connected to a single stock promoter, attorney Richard Surber, 31, in Salt Lake City, who it says takes "private companies public via reverse mergers with public shell companies."
Although the SEC did not charge Surber, nephew of Allen Wolfson, a Salt Lake City penny-stock promoter who was convicted last year on a variety of federal securities fraud charges, with a crime, it stated that he receives cash fees of $100,000 to $350,000 and about 3% equity interest in companies formed out of reverse mergers. Surber is president of Nexia Holdings (OTCBB: NXIAE).
One of Nexia's subsidiaries is Hudson Consulting Group, a company that offers financial consulting services to start-up businesses. In a regulatory filing, TheStreet.com noted Hudson is said to specialize in "uncovering private placement funding sources; strategic business planning; SEC registration documentation; "edgarization" of SEC forms and filings ... and identifying merger and acquisition opportunities."
From StockPatrol.com According to a Form 8-K filed on March 22, 2004, Black Chandelier, the private corporation, could not be judged by its limited assets and brief track record alone. Its other principal asset was Mr. Gold, who designed and sold clothing under the Black Chandelier trademark from 1998 to 2003. The Company noted that Gold has designed items and promotional goods for firms such as Nik and Dermalogica, and has shipped goods to leading retailers, including Barneys New York and Brown's London. Not everything about the Company was fresh and new. Dark Dynamite had retained at least one vestige of its earlier shall we say darker days, a relationship with Richard Surber.
Dark Dynamite's website describes Surber as a "Corporate Advisor" with "more than ten years of experience as a consultant to micro and small cap companies." The Company goes on to say that "[o]ver the last ten years, Mr. Surber has played an integral role in arranging and negotiating mergers, acquisitions, and reverse takeover transactions which have brought numerous private companies public."
Mr. Surber's biography does not mention one notable event from his recent past. On June 8, 2004, the Securities and Exchange Commission instituted an Administrative Proceeding seeking to suspend or revoke the registrations of fourteen small public companies associated with Surber. Each of those companies was delinquent by one year or more in its obligation to file periodic reports and financial statements with the SEC. They include Oasis Resorts International, Inc., which has been featured on StockPatrol.com. (See Biosecure Group Corp. (OTCBB: BSUR); Airtech International Group, Inc. (OTCBB: AIRG)); Newbridge Capital, Inc. (Pink Sheets: NBRG); Nuoasis Resorts, Inc. (OTCBB: NUOA); and Oasis Resorts International, Inc. (Pink Sheets: OSRI), Part I There's No Place Like Homeland; Part II Air Today, Where Tomorrow?; Part III Balance Sheets Or Balancing Acts?; and Part IV Still Gambling After All These Years).
Surber had been instrumental in registering six of the companies named in the Administrative Proceeding with the SEC, incorporated another, provided financial or merger consulting advice to six others, and allowed one company to use his office as its contact address. The SEC described Surber as a shell company promoter whose "consulting business," consists of taking private concerns public through reverse-mergers with public shell companies. According to the SEC, Surber acquires control of the shells, and then receives cash fees ranging from $100,000 to $350,000, and two or three percent stock ownership, in exchange for putting together the reverse-merger transaction.
Dark Dynamite's public filings do not indicate whether Surber played any role in the merger with NCI, what consulting services he is expected to perform in the future, or what compensation he will receive for those services. At the time of the reverse-merger, Surber's firm, Diversified Holdings X, held approximately 200,000 NCI shares.
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Richard Suber is a shady dude. Thanks for the post NeuroDoctor. I hold shares in this too but would like to get out - just hate selling for a significant loss...
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