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The Evermedia Group, Inc. : The Evermedia Group Provides Guidance on Upcoming Share Structure

^{Published on 2009-09-15 05:16:38 - Market Wire}
 

NEW YORK, NY--(Marketwire - September 15, 2009) - Recently The Evermedia Group, Inc. (PINKSHEETS: [ EVRM ]) acquired a majority position in STS Evermedia Corporation (SEVM), holding company of defense contractor System Technology Solutions, Inc. (STS). As a result of this acquisition, the authorized capital stock of the company will increase from 790 million to 1.28 billion shares. The increase will reflect the issuance of new Class B non-voting and non-trading shares. The total number of outstanding shares will increase to approximately 1.131 billion shares, of which the entire increased amount will be used to finance the recent acquisition. The majority of the stock used will come from Class B shares affecting the Class A shares by an increase of approximately 124 million shares. As no third party investors, brokers or commissions were involved in the transaction, all of the increase in outstanding shares will be given to officers, directors and employees only, all in the form of restricted stock. Furthermore, the percentage increase also reflects the minimum federal requirements necessary for The Evermedia Group and its subsidiaries to maintain the Service Disabled Veteran Owned Small Business (SDVOSB) status. Lastly, the number of shares in the float will not be affected by this transaction.

CEO of The Evermedia Group Jonathan Sym commented that "this acquisition is very important to the growth of our company. The STS transaction will allow us to consolidate financials and to generate revenues for the first time in our company's developmental history as well as to align ourselves with several top 100 federal contractors to integrate our biometric identity applications. Now that all of our current and future operating companies will be designated as SDVOSB, this will give us a valuable and distinct advantage when bidding for government contracts against some of our larger competitors." He further stated that "the total cost of this acquisition is about $15 million in stock and cash. What we are buying is an asset that is worth about $80-$100 million, based on STS' current and pro forma revenues, earnings growth rates, relative P/E and its ability to generate government contracts in the next three years. This is an incredible opportunity for us to acquire an asset for a great price. Furthermore, almost 75% of this acquisition was done with newly created Class B shares which do not carry any immediate market liquidity. We did this to assure our shareholders that the principals in our company are in it for long term value. These shares have very limited selling ability but does retain similar economic value to our Class A shares in the event of a merger or acquisition by another entity."

About Evermedia

Evermedia is a veteran-owned company based in New York, NY that develops biometric-based identification management and authentication solutions using proprietary, patent-protected iris recognition technology. Evermedia is involved in the development of biometric-based authentication and verification systems to protect personal identity. The company's proprietary technology is patented in the United States, China and South Korea. In addition to various other companion interests, the Evermedia Group is the largest shareholder in STS Evermedia, the parent of System Technology Solutions, Inc.

About System Technology Solutions

Based in San Antonio, TX, STS is a defense contractor providing engineering, logistics, IT and security services to government and large commercial enterprises. STS also provides technical design, program management and security services globally.

Safe Harbor Statement

Certain Statements in this press release constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the company to be materially different from any future results, performances or achievements express or implied by such forward-looking statements. The forward-looking statements are subject to risks and uncertainties including, without limitation, changes in levels of competition, possible loss of customers, and the company's ability to attract and retain key personnel.