Senticore, Inc. Closes Merger and Reorganization Agreement Replacing Management and Reducing Existing Liabilities
15 June 2006 - 7:16AM
PR Newswire (US)
SAN ANTONIO, June 14 /PRNewswire-FirstCall/ -- Senticore, Inc.'s
(OTC:SNIO) (BULLETIN BOARD: SNIO) recent 8-K and Schedule 14F-1
filings report the closing of its merger and reorganization plan
with Integrative Health Technologies, Inc. ("IHT"). The merger and
reorganization was closed on June 3, 2006. At that time, Jay Patel
resigned all of his positions, including Chairman and Chief
Executive Officer. The Board of Directors appointed IHT's CEO, Dr.
Gilbert R. Kaats, Ph.D., as Chairman and Chief Executive Officer of
Senticore. The filings also disclosed that Senticore's current
liabilities were reduced by $736,400. "I think it is important for
our shareholders to know that this was not the result of the
investment of additional funds," said Kaats. "We offset these
liabilities by providing the creditors with preferred shares in Taj
Systems, Inc., one of our portfolio companies that trades on the
Pink Sheets under TJSS. Thus, while our liabilities were reduced,
so were our assets," Kaats pointed out. Senticore used Taj shares
to discharge liabilities of $736,400, implying a valuation of $0.28
per Taj share. The open market trading price of Taj shares has
increased during 2006 from approximately $0.11/share in January to
its current price of approximately $0.32/share. "However, even
after offsetting the $736,400 of liabilities with Taj shares,
Senticore retains approximately 4,246,394 shares and its
controlling interest in Taj," Kaats said. "The acquisition of Taj
Systems shares in November 2005 was accomplished by the previous
management team, Jay Patel and Carl Gessner," Kaats explained.
"Senticore obtained approximately 7 million preferred shares
representing about a 40% ownership and controlling interest in the
company. Since then, Patel and Gessner have played an aggressive
role in the management of Taj as explained in a series of news
releases issued by TJSS." Kaats added that both Patel and Gessner,
the latter as President, are continuing to serve as Taj System's
Management team. Senticore's new management team is continuing to
focus their energies on its research and development activities,
particularly its $1,300,000 grant previously awarded to IHT
Research & Development, Inc., one of Senticore's portfolio
companies. This grant is to conduct clinical trials involving 400
subjects from ages 8 to 80, to develop a bone-health program. "Our
inclusion of adolescents in this study is in direct response to the
U.S. Surgeon General's 'call to action' to the healthcare industry
in light of a study finding that almost 85% of high school girls
are receiving insufficient amounts of bone-building nutrients for
normal growth," said Sam Keith, the R & D company's CEO. "This
nutritional deficiency is particularly troublesome," Keith pointed
out, "since most of the adolescents' bone growth occurs during
these critical early years." "We are currently preparing a press
release to update the progress we have made on this study," added
Kaats. Forward-Looking Statement: Statements that are not
historical facts are forward-looking statements. The Company,
through its management, makes forward-looking public statements
concerning its expected future operations, performance and other
developments. Such forward-looking statements are necessarily
estimates reflecting the Company's best judgment based upon current
information and involve a number of risks and uncertainties, and
there can be no assurance that other factors will not affect the
accuracy of such forward-looking statements. It is impossible to
identify all such factors, factors that could cause actual results
to differ materially from those estimated by the Company. They
include, but are not limited to, government regulation, managing
and maintaining growth, and the effect of adverse publicity,
litigation, competition and other factors that may be identified
from time to time in the Company's public announcements. Contact
Person: Gilbert R. Kaats Senticore, Inc. (210) 824.4416 DATASOURCE:
Senticore, Inc. CONTACT: Gilbert R. Kaats of Senticore, Inc.,
+1-210-824-4416
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