Published:
Jetronic Industries Acquires New Bastion Development, Inc.
FORT LAUDERDALE, Fla., Jan. 6 /PRNewswire-FirstCall/ -- Jetronic
Industries, Inc. ("Jetronic") (Pink Sheets: JETO) announced today that it has
acquired New Bastion Development, Inc. ("New Bastion") as its wholly owned
subsidiary.
On December 29, 2008, pursuant to a share exchange transaction, Jetronic
acquired all of the outstanding common stock of New Bastion. The aggregate
consideration for the acquisition consisted solely of Jetronic common stock.
As a result of the acquisition, the capitalization of Jetronic is now
19,180,253 shares of common stock outstanding, of which Jetronic's
shareholders retain approximately 9,677,834 shares of common stock, and New
Bastion's shareholders retain approximately 9,502,419 shares of common stock.
Also, New Bastion canceled all of the 15,750,000 shares of Jetronic common
stock that was previously issued to New Bastion by Jetronic. New Bastion's
shareholders holding the 880 shares of Series A Convertible Preferred Stock
shall retain such shares until such time that Jetronic's capital structure
will enable it to issue 880 shares of comparable preferred stock. This
transaction was structured to qualify as a tax-free exchange under Section 368
of the Internal Revenue Code of 1986, as amended.
Also, on December 29, 2008, Jetronic appointed Elliot Bellen to its board
of directors and as its chief executive officer, effective at that time.
In connection with this transaction, Jetronic intends to change its name
to New Bastion Development, Inc. in the near future to better reflect its
business activities.
New Bastion (www.newbastiondevelopment.com) is a development stage company
that was formed for the purpose of exploiting local real estate opportunities
in thePanama City Beach/Marianna, Florida area where a new international
airport is being built on 4,000 acres of land donated by the St. Joe Company.
Construction of the new airport is currently three months ahead of schedule
(www.newpcairport.com) and is expected to be operational by May 2010. It is
anticipated that the new airport will create a significant number of jobs and
economic opportunity in the region.
Forward-Looking Statements:
The Private Securities Litigation Reform Act of 1995 provides a safe
harbor for forward-looking statements made on behalf of the Company and its
subsidiaries. All such forward-looking statements are, by necessity, only
estimates of future results and actual results achieved by the Company may
differ materially from these statements due to any number of factors. Any
forward-looking statements speak only as of the date made. Statements made in
this document that are not purely historical are forward-looking statements,
including any statements as to beliefs, plans, expectations, or intentions
regarding the future. The Company assumes no obligations to update these
forward-looking statements to reflect actual results, changes in assumptions
or changes in other factors affecting such statements. Potential investors
should independently investigate and fully understand all risks before making
investment decisions.
SOURCE Jetronic Industries, Inc.
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