Vapor Group, Inc., VPOR, to Close Merger by October 21st, Shift Focus of Business
Miami, FL, October 13, 2016 (Newswire.com) - The Board of Directors of Vapor Group, Inc. (OTC Pink: VPOR), (the “Company”, “Vapor Group”), announced today that the reverse merger (the “Merger”) announced August 24th, scheduled to close by September 30th, will close by Friday, October 21, 2016. At that time, an announcement will be made releasing detailed information and web links to product information. Following the Merger, Vapor Group will change its name and trading symbol.
As previously announced, the merging corporation is a U.S. corporation owning U.S. and foreign patent rights in several countries for a new type of bottle closure to be used by wineries. The U.S. and worldwide wine industry consumes billions of closures in bottling operations yearly, a sizeable portion of which can be replaced by this new closure which provides broad consumer benefits. Initial target markets are the U.S. and wine-producing European countries.
The Merger will be consummated by a share exchange wherein the capital stock of the merging corporation will be exchanged for a series of convertible preferred stock of the Company (the “Share Exchange”) which is subject to a holding period before any conversion to common stock. As a result, the Share Exchange will create no immediate dilution to the common shareholder. In addition, no common stock is being issued in connection with the Merger which also would be dilutive.
As a result of the Merger, the existing board of directors of the Company will appoint a majority of new members, and the resulting new board of directors will immediately initiate a search for a new CEO (“Chief Executive Officer”).
Under the terms of the Merger, the Company will immediately explore the spin-off of each of its subsidiaries as an independent, publicly-traded company, wherein the first spin-off would occur in early 2017 by a share dividend to existing shareholders of record on a given date of ownership.
Vapor Group believes that the sales potential of this new type of closure, currently completing engineering development, will represent a huge incremental gain in its future revenues and profits. To that end, the Company plans additional multiple, foreign patent filings in 2016 and 2017 and the addition of new patents and intellectual property for related products and technologies. Application testing of the new closure is expected to be completed later year, with active product marketing and worldwide licensing beginning in 2017.
Dror Svorai, President and CEO, said, “The impact of this Merger is to re-make us into a totally new business with the potential to scale into a worldwide enterprise. It provides an exciting, fresh outlook for us based on an entirely new business model, and brings into our organization creative engineering and marketing skills that we haven’t had before.” He added, “Once the Merger closes, we will begin creating product top-of-mind awareness in the worldwide wine industry in order to facilitate our sell-in and build on a buzz that is already starting.”
About Vapor Group, Inc.
Founded in 2012, the primary focus of Vapor Group, Inc., www.vaporgroup.com, has historically been the design, manufacture and marketing of high quality, vaporizers and state-of-the-art electronic e-cigarette brands and custom formulated, high purity “Made in the USA” e-liquids. These products are sold under the Vapor Group, Total Vapor, Vapor 123 and Vapor Products brands. The Company also markets cutting-edge consumer products including the “Whizboard” brand of scooters and “Hoverkart” accessories sold by Smart Wheels, Inc., its subsidiary. All products are sold nationwide through distributors and directly to consumers through Company owned websites. The Company wholly owns and operates the following subsidiaries: Total Vapor Inc., Vapor 123 Inc., Vapor Products, Inc., VGR Media, Inc. and Smart Wheels, Inc.
Safe Harbor Statement:
This release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. Certain statements set forth in this press release constitute "forward-looking statements.” Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate, or imply future results, performance or achievements, and may contain the words "estimate", "project", "intend", "forecast", "anticipate", "plan", "planning", "expect", "believe", "will likely", "should", "could", "would", "may" or words or expressions of similar meaning. Such statements are not guarantees of future performance and are subject to risks and uncertainties that could cause the company's actual results and financial position to differ materially from those included within the forward-looking statements. Forward-looking statements involve risks and uncertainties, including those relating to the Company's ability to grow its business. Actual results may differ materially from the results predicted and reported results should not be considered as an indication of future performance. The potential risks and uncertainties include, among others, the Company's limited operating history, the limited financial resources, domestic or global economic conditions -- activities of competitors and the presence of new or additional competition and conditions of equity markets.
Vapor Group, Inc.
Source: Vapor Group Inc.