SOURCE: Safe and Secure TV Channel, LLC
July 30, 2010 21:26 ET
China Entertainment Group, Inc. Completes Merger With Homeland Security and Emergency Preparedness Company and Announces Name Change
ANNAPOLIS, MD--(Marketwire - July 30, 2010) - China Entertainment Group, Inc. (renamed Safe and Secure TV Channel Inc.) (PINKSHEETS: CGRP), today announced that it completed its merger with Safe and Secure TV Channel, LLC (the "LLC"), the premier internet broadband television network devoted exclusively to homeland security and emergency preparedness. The transaction closed on July 22, 2010, with the merger of the LLC into the Company. The Company issued 35,245,642 shares of restricted common stock to the LLC's three members in connection with the merger, representing just over 50% of the Company's common stock after giving effect to post-merger transaction adjustments, including share cancellations by a principal stockholder. The shares were issued pursuant to the registration exemption provided Rule 506 of Regulation D.
In connection with the merger, the Company changed its name to "Safe and Secure TV Channel Inc." and amended its articles of incorporation to increase its authorized capital to two billion shares of common stock from the previously authorized two hundred million shares. The Company intends to apply for a new trading symbol to better reflect its new name. Also in connection with the merger, the Company disposed of its pre-merger business operations relating to product development and marketing, and the Company's officers and directors resigned. Concurrently, the LLC's managing member and 40% owner, Gerard Ferri, was appointed director and CEO of the Company. Mr. Ferri has been involved in the creation, support, and operation of several broadcast, cable, and television networks. At one phase or another, Ferri has either worked for, or has had as a client at his video production facilities, Discovery Channel, Black Entertainment Television, The Learning Channel, Parish Video Network, Ivana Trump's 5th Avenue Channel, Shoptropolis TV, and The Osmond Family Television Network. In addition, he has held senior management roles with Osmond Studios and Atlantic Video in Washington, D.C., which hosted a number of these major cable television networks. Most recently, Mr. Ferri in 2007 founded Safe and Secure TV Channel.
Safe and Secure TV Channel was established to capitalize on the global safety and security industry through its proprietary network of internet broadband television, print magazines and new electronic media. The Company's strategic content production and distribution partnerships are intended to leverage opportunities to serve customers in the United States and throughout the world who are seeking up-to-date information, instruction and news about the latest technologies, services and emerging public safety threats.
"As we progress into a new century marked by terrorism and potential dangers both domestic and international, Safe and Secure TV Channel is meeting the worldwide demand for high quality programming and information that will help people everywhere to protect themselves and their families," said Gerard Ferri, Chief Executive Officer. "Safe and Secure TV Channel is leading the use of internet broadband television and other major forms of electronic and print media to serve this important and expanding multibillion-dollar marketplace."
The Company's core business will seek to operate through an integrated multimedia content and programming distribution platform, supplied with content provided under a portfolio of strategic partnerships with media production companies, industry association groups, and other qualified content providers in the safety and security sector.
About the Company
Prior to the merger, the Company's core business was product development and marketing in the US through 2002. In 2002, the Company entered the business of developing entertainment properties in China. Since 2008, it exited its China business and reopened its product development and marketing business in the United States. However, in connection with the merger, the Company determined to exit its product development and marketing business to focus on Safe and Secure TV Channel.
Safe and Secure TV Channel is the world's premier internet broadband television network and multimedia information and distribution company serving the homeland security and emergency preparedness industry. Unifying internet broadband television, print magazine publishing, and the latest electronic media, the Company's proprietary media distribution platform, customer service, and marketing tools are specifically designed to enable multi-channel customer communication and relationship development in the safety and security industry. The Company generates revenues through the sale of advertising in media distributed to consumers in the home alarm and related industries, an estimated $45 billion market. Additionally, the Company develops sales from commercial and government enterprises that focus on the homeland security industry, one of the fastest-growing industries in the United States. According to Homeland Security Research Corporation, a market research firm, the worldwide homeland security market, is forecasted to grow by nearly 100%, from $231 billion in 2006 to $518 billion in 2015.
For additional information, please visit the company's website at http://www.safeandsecuretvchannel.com.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are based upon the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements.
These "forward-looking statements" are identified by words such as "anticipate," "believe," "could," "estimate," "expect," "forecast," "intend," "may," "plan," "possible," "project," "should," "will," and similar words and expressions. These forward-looking statements involve important risks and uncertainties that could materially alter results in the future from those expressed in any forward-looking statements made by us or on our behalf.
Because Safe and Secure TV Channel is a development stage company with no revenue and limited resources, in addition to general economic and competitive risks facing such development stage companies in a business involving rapidly changing technology, the following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: We may be unable to successfully market our products and services or obtain sufficient advertisers or advertising revenue or other revenue to offset the expenses we incur in maintaining our communications network and content acquisitions; several companies have certain functionality that may compete for market share with us, many of which are fully operating and have significantly greater financial and other resources than us; we may not be able to obtain sufficient content to generate a sufficient audience to support needed advertisers; we may experience delays in our development program, leading to loss of participant support, higher costs and losses; we may not be able to manage the significant growth it will take to achieve our business plan, including not being able to attract and retain much needed personnel on terms we find acceptable, if at all; there may not be adequate financial or other resources to complete the development or commercialization of our products and services or our expensive marketing and advertising plan; we will need to secure additional financing in order to achieve our business plan, and such financing may not be available on terms acceptable to us or at all; rapid technological change may make our technology or media obsolete or not competitive; and the loss of any key personnel may prohibit the development or commercialization of our intellectual property.
It is not possible to foresee or identify all factors affecting our forward-looking statements and you should not consider any list of such factors to be exhaustive. We assume no obligation and do not intend to update these forward-looking statements.