Sure Trace Announces Plan to Spin Out Its Subsidiary Globe Staff Consulting to Sure Trace Shareholders
2006-07-13 13:44 ET - News Release
Also News Release (U-GSFC) GLOBE STAFF CONSULTING CORP
Also News Release (U-TPDI) TRUE PRODUCT ID INC
BAYONNE, France and PHILADELPHIA, July 13 /PRNewswire-FirstCall/ -- Sure Trace Security Corporation today announced that its Board of Directors has voted to spin out its majority owned subsidiary, Globe Staff Consulting Corporation , a homeland R&D security company focused on serving the transportation and homeland security industries. SSTY had previously announced that it was considering plans to effectuate a spin out through a dividend to its shareholders.
SSTY owns a majority of the shares of GSFC. SSTY's Board of Directors has approved the spin out of GSFC through the dividend of 100% of the SSTY owned shares of GSFC to all stockholders of SSTY on a pro rata basis. The dividend will be payable on a record date to be determined by the SSTY Board of Directors. The conversion ratio of SSTY shares to GSFC shares has not yet been determined by the Board of Directors. Further details will be released regarding the dates and percentages along with other pertinent information. Fractional shares of GSFC common stock will not be issued. The shares issued to SSTY shareholders shall be restricted. SSTY shareholders will retain their present shares in SSTY.
The Company intends that the dividend will be structured to qualify as a tax-free stock dividend to SSTY stockholders for U.S. federal income tax purposes.
Shortly after the dividend record date, SSTY will mail an information statement to its stockholders of record as of the close of business on the record date. The information statement will include information regarding the dividend and the business and management of GSFC following the distribution. In addition, SSTY and GSFC intend to file important information related to the spin out, including this release, with the Securities and Exchange Commission on Form 8-K.
About Globe Staff Consulting Corporation
Globe Staff Consulting Corporation is a subsidiary of Sure Trace Security Corporation. GSFC is one of France's leaders in the field of wireless security communications. GSFC has partnerships with Orange, French Telecom and Thales. The Company was formed for the purpose of selling and distributing wireless security communications services and is focusing on tracking, tracing and geolocalization of products and people. The company has developed a mix of security tracking services targeting businesses, governments and consumers. Our technology assists our customers to be informed in real time of the exact location of products or people with 2-way communication, and can be customized to meet additional client requirements. GSFC's innovative product and service offerings provide the best advantages to customers, including the smallest tracking modules with GSM and GPS dual capability, innovative specialty cellular phone models, and data capability, all hosted on an ASP server platform.
Overview of Technology
eGeocardio
eGeocardio allows scientists to track the heart rate of people or animals. The integrated cardiometry is displayed with graphics and alerts on computers. eGeocardio first appeared at the 2004 Tour de France to monitor the cyclists. It was utilized by teams, trainers and television broadcasters to monitor the cyclists' performances. Our next version of eGeocardio, which has been advanced to the prototype stage, will include a GSM/GPRS/GPS module which will allow managers and fans to follow the progress of people or animals in real time including location, speed, and altitude. Over the coming weeks and months, Globe Staff will detail additional applications and developments of its groundbreaking technology in cardio-monitoring as well as in elder care, child safety, and law enforcement.
SIM TRACE V4X ACCEL
This device is able to detect and analyze 3-D movements with our new 3-axes(X, Y, Z)-integrated accelerometer. Through the device, we can detect, for example, the existence of a person's bodily movement and breathing rate. Limited or no movement or breathing can automatically cause the device to send appropriate data to the control center equipped with devices such as a laptop computer, server, cell phone or PDA. The type of data to be collected and transmitted may include the following: acceleration, shock intensity, map localization, GPS/GSM/goniometric, temperature, heart rate, etc. The next version will integrate a miniaturized camera.
Tag and Track
The "Tag and Track" system will provide a flexible, rapidly deployable assisted-GPS/GSM location-based service including an innovative integrated RFID technology that enables a wide array of customizable applications. The technology locates and/or tracks vehicles, objects, assets or people. Our customers will deploy a portable receiver or reader devices network, whether inside or outside a building, which will be used to pick up the signal transmitted by our "Tag and Track" Tracker with its integrated RFID Tag. The device is about the size of a cell phone. This system was originally conceived/developed on a Special Police Forces request from the French Ministry of the Interior. RFID chips don't have their own energy source; they are passive. They emit a signal when specific frequencies of radio energy are used to "paint" them. RFIDs contain tiny antennas that receive the RF energy and then re-radiate their encoded information. The Company's RFID chip will be a miniaturized, implantable radio frequency identification device that has the potential to be used in a variety of security, financial, and other applications. It is smaller than a grain of rice; the encoded information is captured by briefly passing a proprietary scanner or passing through any receivers.
About Sure Trace Security Corporation
Sure Trace produces integrators for anti-counterfeiting and security surveillance applications and is a provider of integrated tracking devices. True Product ID Inc. , a former subsidiary of SSTY, via a license from Sure Trace Security Corporation , delivers turnkey solutions for governments, armed forces, and industry, through proprietary technology and through aggregating the technology, products, and services of third parties via licensing agreements and/or joint ventures. For more information go to: http://www.suretrace.com and to http://www.gsc.fr/corp/.
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. The forward-looking statements are made as of the date hereof and Sure Trace undertakes no obligation to update such statements. In August 2005, the common stock of Sure Trace was suspended from trading by the Securities and Exchange Commission, but the suspension ended in accordance with the securities laws after ten days. Management of Sure Trace is currently working with the broker-dealer community and regulators to permit quotations to be entered as soon as possible. More information will be provided to the public when circumstances warrant.
Sure Trace Security Corporation
CONTACT: Michael Cimino, President, Sure Trace Security Corporation,
+1-215-972-6999, michaelc@suretrace.com
Web site: http://www.suretrace.com/
http://www.globestaffconsulting.com
