$RETC: NEWS~`12 ReTech to Acquire Red Wire Group,
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Posted On: 01/14/2019 9:03:20 AM
$RETC: NEWS~`12 ReTech to Acquire Red Wire Group, LLC to Increase the Manufacturing Capability and Revenue of its Emotion Fashion Group Subsidiary Las Vegas, NV & Hong Kong, Jan. 14, 2019 (GLOBE NEWSWIRE) -- 12 ReTech Corporation (OTCQB: RETC) announced today that it has signed a definitive Exchange of Equity Agreement to acquire Salt Lake City, Utah based Red Wire Group, LLC ("Red Wire"
in a stock for stock transaction. Closing is scheduled to occur before the end of this month. Red Wire Group, LLC ("Red Wire" is a profitable and efficient contract "Cut and Sew" manufacturer generating significant revenue and is located less than 100 yards from the Company's Emotion Fashion Group ("EFG" facility. Red Wire Group has maxed out its own existing facilities capacity and can benefit from the excess capacity that EFG currently possesses. Angelo Ponzetta, 12 ReTech's CEO stated, "We believe that Red Wire is very synergistic to our current EFG operation. In addition to the revenue and profits that Red Wire brings to the group we add efficiency and expertise to continue to drive down our production costs that began with our relocation of EFG from Los Angeles to Salt Lake City. This extra capacity and efficiency will allow Red Wire to take on many more jobs that should catapult its revenue from its current $650,000 to three to four times that annually, while increasing our margins." Hub Blanchett, President of EFG stated, "Being acquired by 12 ReTech was just the catalyst for future acquisitions. I am thrilled to team up with Red Wire. Their production team is outstanding and will allow our team to focus on revenue growth and delivery fulfillment.". Angelo Ponzetta, 12 ReTech's CEO continued, "We have been working on this acquisition throughout the holiday season and while we executed non-binding Letters of Intent we decided to wait until the signing of the Exchange Agreement to announce this news as our past experience with acquisitions has taught us that Murphy's law typically applies at the signed Letter of Intent stage". Greg Haehl, Managing Member of Red Wire commented, "I am excited to become part of 12 ReTech team. Being a technology expert myself, I have seen what they are doing to help retailers improve themselves. The technology that is available at 12 ReTech is very exciting and I plan to lend my own expertise to their efforts. At the same time, Red Wire's capabilities will help EFG's own manufacturing floor operations and their extra capacity will allow us to substantially grow our own business." He continued, "I have seen first-hand the commitment and assistance the whole 12 ReTech Team brings to every acquisition and this strongly influenced our decision to be acquired." Angelo Ponzetta added, "We have been informed that due to our current stock price OTC Markets intends to shortly remove us from their QB group. They have indicated that once our stock reaches and maintains the mandatory $0.01 threshold price for 10 days it's a simple matter to regain the QB status. Historically, the QB designation hasn't yet really benefitted our investors but the reporting requirements which we maintain as a QB stock will continue to be maintained. We are optimistic that with the important acquisitions we are closing, the investing public will view our Company more favorably and our stock should respond accordingly, allowing us to be re-certified as a QB stock. Angelo Ponzetta finished, "The target date for the completion of this acquisition is on or about January 23, 2019. The closing of this transaction is still subject to completion of due diligence and a few other details. Red Wire acquisition coupled with EFG acquisition provides us with a strong operating base for additional acquisitions we hope to announce soon. About Red Wire Group, LLC Red Wire Group's primary goal as an apparel and clothing manufacturer is to capture your vision and translate that into a high quality sewn product. We have extremely skilled pattern-makers, graphic designers and production workers who work together to produce the top clothing and sewn goods in the market. WHAT DRIVES US Red Wire Group is a group of designers and makers with a unified purpose. Seeing our client's products be developed is inspiring to us and the products are inspiring to others. We thrive on creativity and feed off of the creativity of our customers and clients. Our happiest moments are the reveals whether it is during a fit test or the presentation of a newly designed logo. These moments are what we work for to make them amazing and memorable for our customers so that momentum can continue forward and reach all the customers that purchase our final products. THE RED WIRE GROUP CLOTHING FACTORY Our factory is located near 33rd South and West Temple in Salt Lake City, Utah. We are working to offer a high-tech clothing factory to apparel brands located in Utah and the surrounding states. A place where brand owners can visit and watch their clothing being made. About 12 ReTech Corporation: At our core, we are a software company whose technology allows retailers to combat the dual threats of Walmart and Amazon -- both online and in physical stores. Our microbrand rollup acquisition strategy allows us to demonstrate the effectiveness of our software, devise and test new products, while providing shareholder value through immediate revenue and earnings growth. The Company operates through our subsidiaries on three continents: 12 Hong Kong, Ltd., 12 Japan, Ltd., 12 Europe A.G., 12 Retail Corporation (and its subsidiaries in North America, including Emotion Fashion Group, Inc.). For more information please visit our website at www.12ReTech.com. 12 ReTech Corporation is publicly listed on the OTCQB Markets under the symbol RETC. Safe Harbor: This document contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including without limitation, the ability of the Company to successfully implement its turnaround strategy, changes in costs of raw materials, labor, and employee benefits, as well as general market conditions, competition and pricing. Although the Company believes that the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements included in this letter will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as representation by the Company or any other person that the objectives and plans of the Company will be achieved. In assessing forward-looking statements included herein, readers are urged to carefully read those statements. When used in the Annual Report on Form 10-K, the words "estimate," "anticipate," "expect, " "believe," and similar expressions are intended to be forward-looking statements. Investors Relations Contacts: Mark Gilbert Magellan FIN, LLC mgilbert@magellanfin.com 317-361-2392 (USA) Corporate Headquarters investors@12ReTech.com (END) Dow Jones Newswires January 14, 2019 09:00 ET (14:00 GMT)
in a stock for stock transaction. Closing is scheduled to occur before the end of this month. Red Wire Group, LLC ("Red Wire" is a profitable and efficient contract "Cut and Sew" manufacturer generating significant revenue and is located less than 100 yards from the Company's Emotion Fashion Group ("EFG" facility. Red Wire Group has maxed out its own existing facilities capacity and can benefit from the excess capacity that EFG currently possesses. Angelo Ponzetta, 12 ReTech's CEO stated, "We believe that Red Wire is very synergistic to our current EFG operation. In addition to the revenue and profits that Red Wire brings to the group we add efficiency and expertise to continue to drive down our production costs that began with our relocation of EFG from Los Angeles to Salt Lake City. This extra capacity and efficiency will allow Red Wire to take on many more jobs that should catapult its revenue from its current $650,000 to three to four times that annually, while increasing our margins." Hub Blanchett, President of EFG stated, "Being acquired by 12 ReTech was just the catalyst for future acquisitions. I am thrilled to team up with Red Wire. Their production team is outstanding and will allow our team to focus on revenue growth and delivery fulfillment.". Angelo Ponzetta, 12 ReTech's CEO continued, "We have been working on this acquisition throughout the holiday season and while we executed non-binding Letters of Intent we decided to wait until the signing of the Exchange Agreement to announce this news as our past experience with acquisitions has taught us that Murphy's law typically applies at the signed Letter of Intent stage". Greg Haehl, Managing Member of Red Wire commented, "I am excited to become part of 12 ReTech team. Being a technology expert myself, I have seen what they are doing to help retailers improve themselves. The technology that is available at 12 ReTech is very exciting and I plan to lend my own expertise to their efforts. At the same time, Red Wire's capabilities will help EFG's own manufacturing floor operations and their extra capacity will allow us to substantially grow our own business." He continued, "I have seen first-hand the commitment and assistance the whole 12 ReTech Team brings to every acquisition and this strongly influenced our decision to be acquired." Angelo Ponzetta added, "We have been informed that due to our current stock price OTC Markets intends to shortly remove us from their QB group. They have indicated that once our stock reaches and maintains the mandatory $0.01 threshold price for 10 days it's a simple matter to regain the QB status. Historically, the QB designation hasn't yet really benefitted our investors but the reporting requirements which we maintain as a QB stock will continue to be maintained. We are optimistic that with the important acquisitions we are closing, the investing public will view our Company more favorably and our stock should respond accordingly, allowing us to be re-certified as a QB stock. Angelo Ponzetta finished, "The target date for the completion of this acquisition is on or about January 23, 2019. The closing of this transaction is still subject to completion of due diligence and a few other details. Red Wire acquisition coupled with EFG acquisition provides us with a strong operating base for additional acquisitions we hope to announce soon. About Red Wire Group, LLC Red Wire Group's primary goal as an apparel and clothing manufacturer is to capture your vision and translate that into a high quality sewn product. We have extremely skilled pattern-makers, graphic designers and production workers who work together to produce the top clothing and sewn goods in the market. WHAT DRIVES US Red Wire Group is a group of designers and makers with a unified purpose. Seeing our client's products be developed is inspiring to us and the products are inspiring to others. We thrive on creativity and feed off of the creativity of our customers and clients. Our happiest moments are the reveals whether it is during a fit test or the presentation of a newly designed logo. These moments are what we work for to make them amazing and memorable for our customers so that momentum can continue forward and reach all the customers that purchase our final products. THE RED WIRE GROUP CLOTHING FACTORY Our factory is located near 33rd South and West Temple in Salt Lake City, Utah. We are working to offer a high-tech clothing factory to apparel brands located in Utah and the surrounding states. A place where brand owners can visit and watch their clothing being made. About 12 ReTech Corporation: At our core, we are a software company whose technology allows retailers to combat the dual threats of Walmart and Amazon -- both online and in physical stores. Our microbrand rollup acquisition strategy allows us to demonstrate the effectiveness of our software, devise and test new products, while providing shareholder value through immediate revenue and earnings growth. The Company operates through our subsidiaries on three continents: 12 Hong Kong, Ltd., 12 Japan, Ltd., 12 Europe A.G., 12 Retail Corporation (and its subsidiaries in North America, including Emotion Fashion Group, Inc.). For more information please visit our website at www.12ReTech.com. 12 ReTech Corporation is publicly listed on the OTCQB Markets under the symbol RETC. Safe Harbor: This document contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including without limitation, the ability of the Company to successfully implement its turnaround strategy, changes in costs of raw materials, labor, and employee benefits, as well as general market conditions, competition and pricing. Although the Company believes that the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements included in this letter will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as representation by the Company or any other person that the objectives and plans of the Company will be achieved. In assessing forward-looking statements included herein, readers are urged to carefully read those statements. When used in the Annual Report on Form 10-K, the words "estimate," "anticipate," "expect, " "believe," and similar expressions are intended to be forward-looking statements. Investors Relations Contacts: Mark Gilbert Magellan FIN, LLC mgilbert@magellanfin.com 317-361-2392 (USA) Corporate Headquarters investors@12ReTech.com (END) Dow Jones Newswires January 14, 2019 09:00 ET (14:00 GMT) 
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