"VeriChip Corporation (NASDAQ: CHIP) and Steel Vault Corporation (OTCBB: SVUL) announced today that VeriChip has agreed to acquire Steel Vault and form PositiveID Corporation to offer identification tools and technologies for consumers and businesses. In conjunction with the merger, VeriChip plans to change its name to PositiveID and continue to trade on the NASDAQ. PositiveID intends to change its ticker symbol to 'PSID' upon closing of the transaction.
The formation of PositiveID represents the convergence of a pioneer in personal health records, VeriChip, with a leader in the identity security space, Steel Vault, focused on access and security of a consumer's critical data. The companies believe that joining personal health records and identity security solutions provides a solid foundation for organic growth and a strong, flexible platform for future offers.
Under terms of the agreement, Steel Vault stockholders will receive 0.5 shares of VeriChip common stock for every share of Steel Vault common stock held. The outstanding stock options and warrants of Steel Vault will also be converted at the same ratio. This merger is a stock-for-stock transaction, is expected to be a tax free exchange, and is expected to close in the fourth quarter of 2009. Regulatory approvals and affirmative stockholder votes are required from VeriChip and Steel Vault.
It is expected that Scott R. Silverman, the current Chairman and CEO of VeriChip, will become PositiveID's Chairman and CEO, and that William J. Caragol, the CEO of Steel Vault, will become PositiveID's President and Chief Operating Officer." StreetInsider.com - VeriChip (CHIP) to Acquire Steel Vault Corp. (SVUL), Forming PositiveID Corp.:
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