Senticore, Inc. Closes Merger and Reorganization Agreement Replacing Management and Reducing Existing Liabilities Wednesday June 14, 4:16 pm ET
SAN ANTONIO, June 14 /PRNewswire-FirstCall/ -- Senticore, Inc.'s (OTC Bulletin Board: SNIO - News) recent 8-K and Schedule 14F-1 filings report the closing of its merger and reorganization plan with Integrative Health Technologies, Inc. ("IHT"). The merger and reorganization was closed on June 3, 2006. At that time, Jay Patel resigned all of his positions, including Chairman and Chief Executive Officer. The Board of Directors appointed IHT's CEO, Dr. Gilbert R. Kaats, Ph.D., as Chairman and Chief Executive Officer of Senticore. ADVERTISEMENT
The filings also disclosed that Senticore's current liabilities were reduced by $736,400. "I think it is important for our shareholders to know that this was not the result of the investment of additional funds," said Kaats. "We offset these liabilities by providing the creditors with preferred shares in Taj Systems, Inc., one of our portfolio companies that trades on the Pink Sheets under TJSS. Thus, while our liabilities were reduced, so were our assets," Kaats pointed out.
Senticore used Taj shares to discharge liabilities of $736,400, implying a valuation of $0.28 per Taj share. The open market trading price of Taj shares has increased during 2006 from approximately $0.11/share in January to its current price of approximately $0.32/share. "However, even after offsetting the $736,400 of liabilities with Taj shares, Senticore retains approximately 4,246,394 shares and its controlling interest in Taj," Kaats said.
"The acquisition of Taj Systems shares in November 2005 was accomplished by the previous management team, Jay Patel and Carl Gessner," Kaats explained. "Senticore obtained approximately 7 million preferred shares representing about a 40% ownership and controlling interest in the company. Since then, Patel and Gessner have played an aggressive role in the management of Taj as explained in a series of news releases issued by TJSS." Kaats added that both Patel and Gessner, the latter as President, are continuing to serve as Taj System's Management team.
Senticore's new management team is continuing to focus their energies on its research and development activities, particularly its $1,300,000 grant previously awarded to IHT Research & Development, Inc., one of Senticore's portfolio companies. This grant is to conduct clinical trials involving 400 subjects from ages 8 to 80, to develop a bone-health program. "Our inclusion of adolescents in this study is in direct response to the U.S. Surgeon General's 'call to action' to the healthcare industry in light of a study finding that almost 85% of high school girls are receiving insufficient amounts of bone-building nutrients for normal growth," said Sam Keith, the R & D company's CEO. "This nutritional deficiency is particularly troublesome," Keith pointed out, "since most of the adolescents' bone growth occurs during these critical early years."
"We are currently preparing a press release to update the progress we have made on this study," added Kaats.
Forward-Looking Statement: Statements that are not historical facts are forward-looking statements. The Company, through its management, makes forward-looking public statements concerning its expected future operations, performance and other developments. Such forward-looking statements are necessarily estimates reflecting the Company's best judgment based upon current information and involve a number of risks and uncertainties, and there can be no assurance that other factors will not affect the accuracy of such forward-looking statements. It is impossible to identify all such factors, factors that could cause actual results to differ materially from those estimated by the Company. They include, but are not limited to, government regulation, managing and maintaining growth, and the effect of adverse publicity, litigation, competition and other factors that may be identified from time to time in the Company's public announcements.
Contact Person: Gilbert R. Kaats
Senticore, Inc. (210) 824.4416
-------------------------------------------------------------------------------- Source: Senticore, Inc.
well over 10X 60 day avg volume already! at .50 right now with a 52 week low of .10