Croff Enterprises, Inc. Closes Merger and Will Change Name to America's Minority Health Network, Inc.
27 Julio 2009 - 7:41PM
PR Newswire (US)
LOS ANGELES, July 27 /PRNewswire-FirstCall/ -- Croff Enterprises,
Inc. (OTC:COFF) (BULLETIN BOARD: COFF) announced today that it has
closed on its previously announced merger with America's Minority
Health Network, Inc., a development stage corporation that is
engaged in providing direct to consumer television programming in
medical offices that are focused on delivering health care to
members of African-American communities and other minorities
located across the United States. AMHN's innovative programming
combines increased health education awareness to patients and
families visiting their physicians and medical care givers while
also delivering targeted advertising that may effectively address
community concerns and interests. In connection with the merger,
Croff issued 13,693,689 shares of common stock to acquire AMHN,
which will continue to operate as a wholly owned subsidiary. After
giving effect to a 3 for 1 share split and the return by a
shareholder of certain shares of common stock for cancellation by
the company, there are a total of 15,215,210 shares of common stock
issued and outstanding. Croff announced on July 10, 2009 that the
parties signed a definitive merger agreement and that they expected
to complete the transaction before July 31, 2009. The board of
directors of Croff also announced following the merger that they
intend to notice and call for a special meeting of shareholders to
change the name of the corporation to "America's Minority Health
Network, Inc." About Croff: Croff was incorporated in Utah in 1907
under the name "Croff Mining Company." Croff changed its name to
"Croff Oil Company" in 1952, and in 1996 changed its name to the
current "Croff Enterprises, Inc." Croff does not currently maintain
a website. Croff currently has no business operations or revenue
source and has reduced its operations to a minimal level (although
it continues to file reports required under the Securities Exchange
Act of 1934). As a result, Croff was a "shell company" under the
rules of the Securities and Exchange Commission until completion of
the merger on July 27, 2009. Following the merger, the business of
AMHN has become the sole business of the Company. Consistent with
the rules of the SEC, the Company intends to file with the SEC a
current report on Form 8-K providing a detailed description of the
business, operations, risk and other factors affecting AMHN,
management, and financial statements and other information relating
to AMHN. Forward Looking Statements: This release contains
forward-looking statements. Actual results may differ from those
projected due to a number of risks and uncertainties, including,
but not limited to the possibility that some or all of the pending
matters and transactions considered by Croff may not proceed as
contemplated, particularly if any conditions to closing are not
satisfied, and by all other matters specified in Croff's filings
with the Securities and Exchange Commission. These statements are
made based upon current expectations that are subject to risk and
uncertainty. Croff does not undertake to update forward-looking
statements in this news release to reflect actual results, changes
in assumptions or changes in other factors affecting such
forward-looking information. Assumptions and other information that
could cause results to differ from those set forth in the
forward-looking information can be found in the Croff's filings
with the Securities and Exchange Commission, including its most
recent periodic report. DATASOURCE: Croff Enterprises, Inc.
CONTACT: Robin Tjon of Croff Enterprises, Inc., +1-707-444-6617
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