Health & Fitness
Health and Fitness
Health and Fitness
Thu, February 19, 2009
Wed, February 18, 2009 Human BioSystems: Human BioSystems (HBSC) Signs Non-Binding Letter of Intent for a Reverse Merger With San West, Inc.
PALO ALTO, CA--(Marketwire - February 18, 2009) - Human BioSystems ("HBS") (
Under the terms of the non-binding LOI, San West, Inc. would acquire 85% of the outstanding common stock of Human BioSystems, pursuant to the contemplated merger exchange agreement. Following the closing of the anticipated merger, San West would emerge as the surviving company with a name and symbol change to follow.
In addition, HBS shareholders would retain approximately 15% of the new company's outstanding shares upon completion of the anticipated merger. The merger is subject to a number of conditions, including the signing of a definitive merger agreement by March 1, 2009, the completion of financing arrangements between the two parties, and positive final due diligence results reported on behalf of both parties.
Commenting on the potential merger, San West CEO Frank Drechsler stated: "After significantly growing our business over the past few years, I strongly believe that the next logical step in our corporate development is having our stock quoted for sale in a public market. The greater access to capital and overall visibility afforded by operating as a publicly traded organization should play an instrumental role in our ability to expand both through acquisition and the organic growth of our existing off-road business.
Mr. Drechsler concluded, "My due diligence to date reveals strong evidence that a potential reverse merger with [ Human BioSystems ] represents a solid opportunity to take the San West business model to the next level. I look forward to updating the public on our progress with regard to pursuing this agreement in the very near future."
HBS CEO Harry Masuda added, "Our efforts to raise the necessary capital to complete our planned platelet studies using human subjects has been very difficult at best. A potential business partner for our organ preservation technology fell through, leaving us with few options but to seek a merger partner or to attempt to sell the company." Mr. Masuda concluded: "I believe that a merger with [ San West USA Inc ]. is the best option for our company given the current financial situation of HBS and the general negative economic climate for raising capital for a development stage company such as ours. If a definitive merger agreement is signed, the ongoing products will be that of San West and the current business of Human BioSystems will be suspended and other options will be considered for its business."
About San West, Inc.
San West Inc. finds its niche in the off-road arena improving designs of buggy manufactures and, selling these products and services as well as repairing of these off-road buggies and additionally providing after market performance products and accessories for buggies. Our products are sold both at our Buggy World is the exclusive authorized sales; service and parts distributor for the San Diego County with a factory trained staff that can answer all product and service questions. Buggy World currently has two retail locations in San Diego County California as well as a growing Internet presence. For further information about Buggy World and its products please visit [ www.buggyworld.net ] and [ http://stores.ebay.com/BuggyWorld-8770 ].
Information about San West, Inc. you may visit [ www.sanwestinc.com ].
Forward-Looking Statements
Certain statements contained herein are "forward-looking" statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors could cause results to differ materially from those expressed or implied by such forward-looking statements include, but are not limited to, results from ongoing research and development as well as clinical studies, failure to obtain regulatory approval for the Company's products, if required, failure to develop a product based on the Company's technology, failure of any such products to compete effectively with existing products, the ability of the Company to fund marketing and sales efforts that may be required to effectively sell its products .and other factors discussed in filings made by the Company with the Securities and Exchange Commission.
