On March 12, 2007, the Company announced that it has signed a letter of intent pursuant to which one of the Chinese partners in the Chinese joint venture, True Product ID Technology (Beijing) Limited, has agreed to transfer a 20% ownership interest in the Chinese Joint Venture to TPID US, thereby giving the Company majority control and ownership of the Chinese Joint Venture upon closing.
On April 11, 2007, the parties to the letter of intent agreed to extend the closing period by an additional thirty days to finalize all the necessary documents. The extension will also help facilitate logistical issues related to the parties being located in different countries and time zones.
Entry into a Material Definitive Agreement, Completion of Acquisition or Di
Item 1.01 Entry Into a Material Definitive Agreement
On May 11, 2007 the Registrant entered into an acquisition agreement (the "Acquisition Agreement") with Sichuan Valencia Trading Limited ("SVTL"), a Chinese limited liability company duly organized under Chinese law. A copy of the Acquisition Agreement is attached hereto as Exhibit 10.1. The reader is advised to review the agreement in its entirety.
Immediately prior to the execution of the Acquisition Agreement, SVTL owned 20% of the total interests, rights, assets, shares, and/or other ownership interests of True Product ID Technology (Beijing) Limited, formerly known as Sure Trace Technology (Beijing) Limited (the "Chinese JV Company"), a Chinese technology limited liability corporation duly formed and organized under Chinese law (the "SVTL 20% Chinese JV Interest"). Under the Acquisition Agreement, SVTL sold to the Registrant the STVL 20% Chinese JV Interest in return for 100 million restricted common shares of the Registrant. As set forth in more detail in the Acquisition Agreement and prior SEC filings, the 100 million shares was less than 50% of the approximately 209 million shares provided as a dividend to shareholders of TPID US' former parent, Sure Trace Security Corporation, which resulted in TPID US' being a separate independent entity entitled to receive approximately 42.5% of the revenues of the Chinese JV Company. With its January 2007 acquisition of 40% of the Chinese JV Company and the acquisition of the SVTL 20% Chinese JV Interest, the Registrant now owns 60% of the total ownership interests of the Chinese JV Company, allowing the Registrant to, among other things, recognize 100% of the revenues of the Chinese JV Company in accordance with applicable consolidation, revenue recognition, accounting, and other principles, guidelines and standards.
Under the Acquisition Agreement, SVTL representative, Sergio da Luz, was appointed to the Registrant's Board of Directors, and SVTL agreed to, inter alia, standard non-competition and confidentiality provisions. See Article III of the attached Acquisition Agreement.
Item 2.02 Completion Of Acquisition Of Disposition Of Assets
As set forth in more detail above and in the attached Acquisition Agreement, on May 11, 2007 the Registrant closed the acquisition of the SVTL 20% Chinese JV Interest.
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
As set forth above, in connection with the May 11, 2007 Acquisition Agreement, the Registrant appointed SVTL representative, Sergio da Luz to the Registrant's Board of Directors.
Mr. da Luz currently is the manager of SVTL, a member of the board of director of the Chinese JV Company, and the managing director of Wanda Technology Limited, a Hong Kong Company which develops and distributes worldwide consumer goods incorporate innovative solar energy technology. Mr. da Luz's career to date has been diverse. It has involved countries around the world (mainland China, Hong Kong, Macau, the United States, Spain, and Sweden). It has involved multiple industries (advanced technology, environmental, consumer goods including garments and apparel, computers, internet, electronics, tourism and hospitality, and wine and spirits, among others). It has involved multiple areas, fields or disciplines (OEM manufacturing, including electronics and computer components; international sales and distributions; international trade and importing and exporting; research and development; operations; and management). Significantly, one of Mr. da Luz's focuses has been "green" environmental measures, especially those which help address the rapid growth of the Chinese economy and the environmental concerns such growth presents. Several of his companies focus on developing innovative technology related to alternative energy such as solar energy, water treatment and filtration, and recycling. A graduate of La Salle College in Hong Kong and the Institute of Foreign Language in Spain, in addition to SVTL and the Chinese JV Company, Mr. da Luz is a director of several companies including Wanda Technology, Santaiwanda, Valencia Wine Trading, and China Fishery and Agriculture Bioenvironmental Technology, among others.
Given the above Board appointment, Mr. Vyas and/or a Plata Consulting LLC representative have transitioned to the Registrant's Advisory Board.
Item 9.01. Financial Statements, Pro forma Financial Information and Exhibits.
Acquisition Agreement between True Product ID, Inc. and Sichuan Valencia Trading Limited
von allen seltsamen aktien die ich im depot gehabt habe ist diese echt der burner. zuerst brutal rauf, dann ein wenig runter. jetzt relativ günstig zu haben aber mit NULL news obwohl in china viel über TPDI geht... einfach nur eins: strange!!
in meinem depot hängen ist diese sicher eine der speziellsten. hier bekommt man keine news mehr, nix. der kurs geht rauf und runter und wir haben keine chance was zu schnallen. auf der anderen seite hört man die ganze zeit dass es angeblich in china so gut um TPDI herum läuft...!? weiss jemand was?
Meinen Informationen zufolge sollten unsere gesperrten Aktien Mitte September wieder umgebucht werden. Ich gehe daher davon aus, dass wir ab diesem Zeitpunkt die Valoren frei handeln können. Bin mir aber nicht 100%ig sicher.
Was meint Ihr wie tief wird der Kurs wohl sinken, wenn plötzlich so viele Aktien auf den Markt geschmissen werden?
Ich tippe auf USD 0.01 :-( Aber der Kurs wird sich sicherlich danach erholen. Bin gespannt!
Press Release Source: True Product ID, Inc. (TPID)
True Product ID in Strategic Partnership with AMCO Plastics: TPID-AMCO's Anti-Counterfeiting Technology Already on More Than 1 Million FIFA Women's World Cup Tickets Tuesday August 21, 9:00 am ET FIFA World Cup is Considered the Prelude to the 2008 Olympics in China
BEIJING & PHILADELPHIA--(BUSINESS WIRE)--True Product ID, Inc. ("TPID US") (OTCBB:TPDI - News) announced that it has been selected as one of the anti-counterfeiting technologies employed during the most prestigious women's soccer event in the world, the 2007 FIFA Women's World Cup. The 2007 World Cup will take place in China from September 10-20, 2007. ADVERTISEMENT
The Company partnered with leading anti-counterfeiting provider Amco Plastic Materials Inc./AMCO International, Inc. ("AMCO") of Farmingdale, New York to co-develop and deliver authentication solutions for the 2007 FIFA Women's World Cup, which is considered to be the prelude to the 2008 Beijing Olympics.
More than 1 million World Cup tickets have been printed with TPID-AMCO's anti-counterfeiting technology. TPID and AMCO have also developed a state of the art anti-counterfeiting ticket reading device, which will be used at venue entrances. AMCO has developed state of the art ticket reading devices used at some of the most prominent events in the United States, where, like the Women's World Cup, the highest security is paramount.
New TPID President Sergio Luz stated: "In partnership with AMCO's president Gary Metzger, The MacKay Group and TPID have worked and continue to work closely with Chinese sports agencies and organizations to provide authentication solutions for major sports events in China. We see the 2007 FIFA Women's Cup as the steppingstone into this critical market and to building a long-term relationship with Chinese sports agencies and organizations, which TPID, AMCO, and the Chinese all believe will translate into the Company acquiring larger, more profitable opportunities such as the 2008 Olympics."
True Product ID, Inc. produces integrators for anti-counterfeiting and security surveillance applications and is a provider of integrated tracking devices. The Company delivers turnkey solutions for governments, armed forces, and industry, through its own proprietary technology and through aggregating the technology, products, and services of third parties via licensing agreements and or joint ventures. For more information about True Product ID, go to http://www.tpid.net. For more information about True Product ID Technology (Beijing) Limited, go to http://www.trueproductid.com/.
About The MacKay Group Limited
The MacKay Group is a Hong Kong corporation, which has built strategic relationships with government, industry, funding, technology, and other representatives in Mainland China, Hong Kong, Macau, the Philippines, Japan, and other parts of Asia; Europe; Africa; the Middle East; Latin America; and North America, and utilizes those strategic relationships to, among other things, help develop, market, distribute, manufacture, and otherwise commercialize advanced technology in global markets. James MacKay is the chairman of The MacKay Group.
Amco Plastic Materials Inc./Amco International, Inc. of Farmingdale New York, currently provides security solutions for worldwide use and deals with well known public and private organizations. Founded in 1955, AMCO distributes and produces, custom compounds, dry color, additives and master-batches and anti-counterfeiting taggants and technologies. AMCO offers unique anti-counterfeiting taggants and taggant combination technology, including additives and master-batches for the system and the scanner system and software, to make finished products difficult, if not impossible, to counterfeit.
SAFE HARBOR STATEMENT: This news release contains "forward-looking statements" that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" describe future expectations, plans, results, or strategies and are generally preceded by words such as "future," "plan" or "planned," "will" or "should," "expected," "anticipates," "draft," "eventually" or "projected." You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that our products may not achieve customer acceptance or perform as intended, that we may be unable to obtain necessary financing to continue operations and development, and other risks. You should consider these factors in evaluating the forward-looking statements included herein, and not place undue reliance on such statements.
Contact: True Product ID, Inc. (TPID) Richard Bendis, 215-496-8102 email@example.com
-------------------------------------------------- Source: True Product ID, Inc. (TPID)
Chinese Government Agency To Use True Product ID's S-DNA/KMACK Technology In Chinese Special Equipment Security/Safety Plan Monday August 27, 9:00 am ET
BEIJING & PHILADELPHIA--(BUSINESS WIRE)--True Product ID, Inc. (OTCBB:TPDI - News) announced that the National Quality Inspection Department of the State General Administration for Quality Supervision, Inspection and Quarantine of the People's Republic of China ("AQSIQ") (www.aqsiq.gov.cn) has issued a circular that TPID's technology will be used in a 5-year AQSIQ plan to protect against the illegal production, circulation, and use of certain "special equipment" (the "Plan"). Among the "special equipment" referenced in the circular are liquefied gas tanks, oxygen tanks, and other pressurized containers and pipes, elevators, lift machinery; and equipment at large recreational facilities and automobile plants. The circular provides for the involvement of TPID's Chinese joint venture affiliate company, True Product ID Technology (Beijing) Limited ("TPID Beijing") in the development of national special equipment security identification standards (the "standards"), a special equipment identification information security management system (the "management system"), and a special equipment security/safety logo (the "logo"). Aspects of AQSIQ's Plan will be implemented in phases at the national, provincial, and municipal levels, starting with certain localities and types of special equipment. AQSIQ entered into a project cooperation agreement with TPID Beijing to provide technical support in connection with the promotion, further development, and implementation of the standards and other aspects of AQSIQ's Plan. AQSIQ also issued a notice and written materials to Chinese authorities about the Standards. TPID expects to post a copy of and further information about the circular, cooperation agreement, notice, and written materials on TPID websites. More specific details about AQSIQ's Plan and TPID Beijing's involvement therein will come as TPID Beijing works with AQSIQ to implement the Plan.