Surgline Intl Inc (OTC:SGLN)

WEB NEWS

Thursday, November 3, 2011

Acquisition Activity

WEST PALM BEACH, Fla., Nov. 3, 2011 /PRNewswire/ -- China Nuvo Solar Energy, Inc. (OTCQB: CNUV) today announced that it has signed a Non-Binding Letter of Intent ("LOI") to acquire a distributor of surgical implants. Pursuant to the terms of the LOI, the Company has contemplated that upon the anticipated closing of the transaction that the target distribution company would become a new wholly owned subsidiary of CNUV.

Mr. Thomas Toland, CEO of SurgLine was quoted as saying, "This target acquisition makes tremendous sense for our Company as we continue to identify distributors with complimentary business strategies which may allow us to further expand our distributorship network while enabling SurgLine to utilize their established relationships with hospitals, surgical centers and physicians.  We will continue to identify and search for similar opportunities that fit this criteria and that makes sense for our Company and shareholders."

Mr. Toland went on to add, "In addition to the approximately $9 million annual run rate of revenues, this targeted distributor has tremendous market knowledge and experience and this potential acquisition would allow SurgLine to add critical expertise and depth to our management team."

Closing of the transaction is subject to customary conditions including, among other things, due diligence, the negotiation and execution of definitive agreements as well as the approval of both company's boards of directors and any necessary stockholder or regulatory approval.


Thursday, July 21, 2011

Deal Flow

WEST PALM BEACH, Fla., July 21, 2011 /PRNewswire/ -- China Nuvo Solar Energy, Inc. (OTCQB: CNUV)  today announced that it has signed a Definitive Agreement to acquire medical and surgical supply company SurgLine, Inc. ("SurgLine").  Pursuant to the terms of the Agreement, China Nuvo Solar ("Company") would acquire one hundred percent of the outstanding common stock of SurgLine. The closing of the transaction is subject to customary closing conditions including among other things, the completion of the schedules, the certified audit of SurgLine, accompanying due diligence as well as any necessary approvals.  The parties believe the transaction will close by August 31, 2011. Further details of the agreement will be released in the near future. The Company will continue to trade under the stock ticker "CNUV" with SurgLine becoming a wholly owned subsidiary of the Company, upon the completion of the transaction

Industry experts estimate the healthcare sector consumes over 16% of the economy and is growing, combined with the 70 million baby boomers that have entered or will be entering retirement age putting additional pressure on the healthcare system.

"This acquisition of SurgLine is an exciting opportunity for the Company and is part of our strategy to increase shareholder value.  The SurgLine business model is to help reduce costs in healthcare by providing high quality medical and surgical products for a significantly lower cost, thereby reducing the historical brand premium markup being paid by healthcare end users, including hospitals, outpatient surgery centers, medical clinics and physicians," stated Henry Fong, CEO of China Nuvo Solar Energy.

"SurgLine's business model is to become the value leader in high quality, low cost surgical products. Our signature product line, Surg, is designed to be of equal or better quality, than national brands. We sell products through our established distribution network and institutional buyers through key industry relationships.  Our management team has over 100 years of healthcare experience and has built and developed signification relationships with distributors, institutional buyers and global manufacturers.  We believe our sourcing and competitive advantage is based on our years of international business relationships with nearly 200 worldwide manufacturers.  This allows us to source high quality, high volume, high margin products and pass the cost savings to our customers," commented Tom Toland, CEO and Founder of SurgLine.


Acquisition Activity

Pursuant to an Agreement and Plan of Reorganization dated as of April 23, 2007, as amended on July 25, 2007 (the “Share Exchange”), by and between the Company and Nuvo Solar Energy, Inc., a Colorado corporation (“Nuvo”) incorporated on April 13, 2006, we and Nuvo entered into a share exchange whereby all of the issued and outstanding capital stock of Nuvo, on a fully-diluted basis, was exchanged for like securities of the Company, and whereby Nuvo became our wholly owned subsidiary.  The Share Exchange was effective as of July 25, 2007, upon the completed filing of Articles of Exchange with the Nevada Secretary of State and a Statement of Share Exchange with the Colorado Secretary of State.  Contemporaneously with the Share Exchange, we changed our name to “China Nuvo Solar Energy, Inc.”

Nuvo was formed for the purpose of seeking a business opportunity in the alternate energy or “next-generation energy" sector. This industry sector encompasses non-hydro carbon based energy production and renewable energy technologies that are “net-zero" or emissions free.

On June 9, 2006 Nuvo signed a license agreement with Photovoltaics.com, Inc. (“PV”), Hutchinson Island, Florida.  Nuvo acquired exclusive worldwide rights to PV's solar cell technology relating to a multiple stacked solar cell using wave guide transfers. This license agreement includes all patents issued pursuant to certain patent applications or amendments that have been filed and the rights to use all applicable copyrights, trademarks and related intellectual property obtained on or in connection with the process and products. As consideration for this license, Nuvo paid a total aggregate license fee of $250,000.   The term of the license is for 10 years, automatically renewable for successive ten year terms under the same terms and conditions as provided for in this agreement. As of July 31, 2010 the Company has been unable to commercialize the license and management believes the asset has been permanently impaired and accordingly has expensed the remaining $145,834 of the intellectual property acquired, and such amount is included in other expenses for the year ended July 31, 2010.  Nuvo also agreed to pay PV a fee of $180,000 over the first three years of the agreement to act as a consultant.


On January 23, 2008, the Company purchased from PV the patents related to the solar technology in exchange for 2,000,000 restricted shares of common stock of the Company.  The Company now owns all rights, title and interest in the patents, including all issued patents or other intellectual property arising from the patents worldwide.  The Company valued the common stock at $0.075 per share (the market price of the common stock on November 16, 2007, the date the parties agreed to the number of shares to be issued) and initially, increased its intellectual property asset by $150,000 on the balance sheet. As of July 31, 2010 the Company reviewed this asset and as part of the review determined that since the Company has not been

Pursuant to an Agreement and Plan of Reorganization dated as of April 23, 2007, as amended on July 25, 2007 (the “Share Exchange”), by and between the Company and Nuvo Solar Energy, Inc., a Colorado corporation (“Nuvo”) incorporated on April 13, 2006, we and Nuvo entered into a share exchange whereby all of the issued and outstanding capital stock of Nuvo, on a fully-diluted basis, was exchanged for like securities of the Company, and whereby Nuvo became our wholly owned subsidiary.  The Share Exchange was effective as of July 25, 2007, upon the completed filing of Articles of Exchange with the Nevada Secretary of State and a Statement of Share Exchange with the Colorado Secretary of State.  Contemporaneously with the Share Exchange, we changed our name to “China Nuvo Solar Energy, Inc.”

Nuvo was formed for the purpose of seeking a business opportunity in the alternate energy or “next-generation energy" sector. This industry sector encompasses non-hydro carbon based energy production and renewable energy technologies that are “net-zero" or emissions free.

On June 9, 2006 Nuvo signed a license agreement with Photovoltaics.com, Inc. (“PV”), Hutchinson Island, Florida.  Nuvo acquired exclusive worldwide rights to PV's solar cell technology relating to a multiple stacked solar cell using wave guide transfers. This license agreement includes all patents issued pursuant to certain patent applications or amendments that have been filed and the rights to use all applicable copyrights, trademarks and related intellectual property obtained on or in connection with the process and products. As consideration for this license, Nuvo paid a total aggregate license fee of $250,000.   The term of the license is for 10 years, automatically renewable for successive ten year terms under the same terms and conditions as provided for in this agreement. As of July 31, 2010 the Company has been unable to commercialize the license and management believes the asset has been permanently impaired and accordingly has expensed the remaining $145,834 of the intellectual property acquired, and such amount is included in other expenses for the year ended July 31, 2010.  Nuvo also agreed to pay PV a fee of $180,000 over the first three years of the agreement to act as a consultant.


On January 23, 2008, the Company purchased from PV the patents related to the solar technology in exchange for 2,000,000 restricted shares of common stock of the Company.  The Company now owns all rights, title and interest in the patents, including all issued patents or other intellectual property arising from the patents worldwide.  The Company valued the common stock at $0.075 per share (the market price of the common stock on November 16, 2007, the date the parties agreed to the number of shares to be issued) and initially, increased its intellectual property asset by $150,000 on the balance sheet. As of July 31, 2010 the Company reviewed this asset and as part of the review determined that since the Company has not been able to commercialize the technology and is currently not pursuing the commercialization of the technology that the asset has been permanently impaired. Accordingly, the Company has recorded an impairment expense of $150,000, included in other expenses for the year ended July 31, 2010.

On December 10, 2008 we executed a Patent and Trademark Purchase Agreement (the “Purchase Agreement”) with PV.  Nuvo acquired certain patent rights and trademarks in exchange for $39,900.  As of July 31, 2010 the Company has been unable to commercialize the license and management believes the asset has been permanently impaired and accordingly has expensed the remaining $37,569 of the intellectual property acquired, and such amount is included in other expenses for the year ended July 31, 2010.

 able to commercialize the technology and is currently not pursuing the commercialization of the technology that the asset has been permanently impaired. Accordingly, the Company has recorded an impairment expense of $150,000, included in other expenses for the year ended July 31, 2010.

On December 10, 2008 we executed a Patent and Trademark Purchase Agreement (the “Purchase Agreement”) with PV.  Nuvo acquired certain patent rights and trademarks in exchange for $39,900.  As of July 31, 2010 the Company has been unable to commercialize the license and management believes the asset has been permanently impaired and accordingly has expensed the remaining $37,569 of the intellectual property acquired, and such amount is included in other expenses for the year ended July 31, 2010.


Monday, April 4, 2011

Acquisitions

Mar. 9, 2011 (Business Wire) -- China Nuvo Solar Energy, Inc. recently announced plans to acquire lithium ion battery company Freya Energy Inc. (“Freya”). The parties have executed a non-binding Letter of Intent (“LOI”) and are moving toward the signing of a definitive agreement over the next sixty days. Pursuant to the terms of the LOI, China Nuvo Solar would acquire one hundred percent of the outstanding common stock of Freya. Further details of the agreement will be released in the near future. The Company will continue to trade under the stock ticker “CNUV” with Freya becoming a wholly owned subsidiary of the alternative energy parent.

Freya is a producer of safe large format lithium ion cells and batteries for demanding applications. Freya believes its proprietary separator provides greater safety than competitive products and provides a higher energy density than others on the market.


Deal Flow
WEST PALM BEACH, Fla.--(BUSINESS WIRE)--China Nuvo Solar Energy, Inc. recenlty outlined its financing plans regarding the previously announced planned acquisition of Freya Energy, Inc. The Company is presently focusing on lenders and institutional investors for financings meeting the criteria that they be substantially non-dilutive and non-toxic to existing shareholders. The Company is currently in discussions with two groups that would provide up-front purchase order financing and has received strong indications of interest. It is also in discussions with several institutional investors for transactions contemplating the purchase of restricted stock. The Company anticipates it will seek an aggregate of approximately $2 million over the first twelve months to finance the Freya operations.


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