October 10, 2001 - CrossOff successfully completes acquisition of DNA Technologies Inc.
(HALIFAX, CANADA) CrossOff Incorporated (TSE:OFF) announced today that it has completed the acquisition of DNA Technologies Inc. of Los Angeles, California. This strategic acquisition, announced on September 11, 2001, creates a unique solution for anti-counterfeiting and brand protection worldwide, whereby items in the CrossOff Registry would be tagged with the DNA Matrixä for positive identification.
Under the terms contained in the agreement between CrossOff and DNA Technologies, CrossOff has acquired the assets and assumed the contracts and liabilities of DNA Technologies in exchange for 5,459,643 common shares of CrossOff and 1,956,750 warrants to acquire additional common shares of CrossOff. The warrants are exercisable at prices ranging from $0.78 to $3.14 per common share. As a result of the acquisition, the shareholders of DNA Technologies hold 30.5% of the issued and outstanding common shares of CrossOff (37.4% assuming exercise of the share purchase warrants).
CrossOff has acquired DNA Technologies' worldwide network of product licensees, existing customers and revenues, New York and Los Angeles locations, and DNA Technologies' patents related to labeling techniques for countering product diversion and counterfeiting. DNA Technologies will merge operations with the CrossOff Registry Division to offer a more complete and robust anti-counterfeiting solution to the marketplace. The new division will be referred to as DNA Technologies, however both the CrossOff and DNA brands will continue to exist as product names within the division.
Thomas A. Nicolette, President and CEO of DNA Technologies, will become President of the anti-counterfeiting and brand protection division, which he will lead from his New York base. Nicolette will also be appointed to CrossOff's Board of Directors.
DNA Technologies possesses a unique proprietary anti-counterfeiting solution, a DNA-based tracking technology, which uses DNA-laced ink to tag and protect valuable products, brands and intellectual property. The patented technology combines identifiable DNA (deoxyribonucleic acid) gene segments and an ink (a "DNA Matrixä") that may be applied as either a visible or covert security marker on any tangible surface. The mark is virtually impossible to decode. DNA Technologies has a portfolio of products used to protect the fine art, designer clothing, sports, entertainment, and licensed products industries. The DNA Matrixä has been used to tag and protect Mark McGwire's 70th Home Run ball, "Black Betsy", the legendary bat used by renowned slugger "Shoeless" Joe Jackson, Warner Brothers' entertainment memorabilia, the art work of Thomas Kinkade, and official merchandise of the Sydney 2000 Olympic Games.
About CrossOff
CrossOff Incorporated is a Canadian based diversified technology company with operating units focused in the areas of anti-counterfeiting & brand protection, technology training & consulting, and property management. More information is available on the company's website at www.crossoff.com.
EDITORS: Backgrounder and fact sheet available upon request.
For further information, please contact:
Heather Smith-Dacey
Marketing Director
(902) 496-6421
media@crossoff.com
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