SOLANA BEACH, Calif., March 15, 2004 (PRIMEZONE) -- TradingSolutions.com, Inc. ("TSUN") (OTCBB:TSUN) announced that it has executed a definitive Agreement and Plan of Merger ("Agreement") with Chembio Diagnostic Systems, Inc. ("Chembio"), a Delaware corporation, based in Medford, New York.
The Agreement provides for a number of closing conditions, including a minimum of $800,000 in bridge financing raised for Chembio and no less than $1,500,000 in debt or equity financing to be made available to TSUN subsequent to the closing of the proposed merger. As of today, commitments have been received for both of the above financing obligations. TSUN currently anticipates that the balance of the closing conditions will be satisfied and that the proposed merger will close within the next 60 days.
About Chembio Diagnostic Systems, Inc.
Chembio researches, develops and manufactures a variety of rapid test diagnostic products for diseases and other conditions. Its products are single-use and require no special equipment or training, providing results in minutes. Chembio's current focus is on gaining FDA approval and obtaining distribution for its existing HIV rapid test products. Chembio has several other diagnostic test products under collaborative development and manufacturing agreements, including products related to Tuberculosis, Mad Cow Disease and Dental disease.
Chembio HIV Rapid Test Products. Chembio's Sure Check(r) HIV rapid test eliminates the need for a separate sample collection system which improves ease of use and safety. Chembio's other HIV rapid test, HIV Stat-Pak, while not as simple as the Sure-Check(r), is value priced, flexible and easy to use. Both of Chembio's HIV tests use a standardized test strip which Chembio developed using patented materials and proprietary know-how.
Chembio is presently seeking FDA approval for its HIV products. Chembio currently expects that FDA approval could come as early as the 4th Quarter of 2004.
Chembio TB Products. Chembio's TB tests are being designed to significantly increase the accuracy of existing TB testing protocols. The Chembio TB product will be marketed outside the US, which is where all the demand is for this type of product. Therefore, with respect to TB, Chembio's strategy is to initially forgo US FDA approval and to instead have the product evaluated in developing countries by governments and public health agencies.
Chembio's other proprietary products include the only FDA cleared rapid Lyme disease test, distributed by Wampole Laboratories. Chembio also manufactures private label pregnancy tests.
Proprietary Technology. Chembio possesses a number of proprietary technologies in the area of test formulation and manufacturing, and in reagents, which it has licensed for use in its products.
Distribution Channels. Chembio is seeking to participate in national and international public health markets by partnering with global companies committed to these markets and with organizations such as the CDC, WHO and other public health agencies. For example, Chembio recently signed an agreement with Bio-Manguinhos, which is the largest Brazilian manufacturer of vaccines and is an affiliated entity of the Brazilian Ministry of Health. This collaboration will provide Bio-Manguinhos with Chembio's support to have a Brazilian made product to serve its population, which is what the Brazilian Health Ministry and National Aids Control Organization in Brazil requested of them. This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Although TSUN believes the expectations reflected in these forward-looking statements are based upon reasonable assumptions, these expectations may not be achieved. Important considerations that could affect whether these expectations are achieved include general market conditions, the ability to satisfy certain of the closing conditions set forth in the Agreement and other considerations.