Clearday Enters Into Advisory and Development Agreement With Sterling Select Group
Prominent New York Private Advisory and Venture Group Will Focus on Accelerating Clearday Market Development Through Strategic Partnerships for a Combination of Compensation Including Warrants to Purchase Common Stock
Clearday™, an innovative leader in delivering high-quality, non-acute, longevity care services that enable older Americans to age in place, announced its Advisory and Development Agreement with a subsidiary of Sterling Select Group, a New York based venture development and investment platform focused on deploying resources, guidance, and capital in the hands-on development of emerging opportunities for its strategic partners. Sterling Select Group was sponsored by the highly successful, multi-faceted, and prominent Sterling Equities.
"Our agreement with Sterling Select Group gives us superb access, on an exclusive basis, to their numerous top tier relationships in health care and real estate companies which can accelerate the market development of our Clearday at Home™ and Clearday Clubs™ services," said Jim Walesa, Clearday's Chairman and Chief Executive Officer. He added, "We are very proud to be working with Sterling Select Group and their expansive network, including their close relationship with Sterling Equities."
Clearday expects to close a merger with Superconductor Technologies Inc. (OTCQB:SCON) later this week.
Under the arrangement, Sterling Select Group will provide its services and applicable proprietary and innovative strategies, including its "Partner Program", on an exclusive basis, all driven by aligned success.
Clearday expects that Sterling Select Group's relationships with home and health care providers will accelerate the development and reach of its Clearday at Home™ and Clearday Clubs™ service offerings. Additionally, Clearday expects that Sterling Select Group's experience and relationships with prominent New York City metropolitan area real estate owners will enable Clearday to accelerate the market acceptance of its cryogenic-based product that improves interior air quality by removing impurities and reducing carbon dioxide levels. This cryogenic product is in the final stages of development for commercial launch.
"We look forward to fostering strategic alliances for Clearday to speed the rollout of their core business, including their innovative health care services platform, which we believe will improve the lives of older Americans and allow them to stay in their cherished homes longer," said Christopher J. Steele, Esq., Managing Partner and founder of Sterling Select Group. "We recognize the overwhelming need for Clearday's programs and are excited about the possibilities to accelerate the expansion of Clearday's digital platform, along with the company's other innovative products and services."
As a standard component of Sterling Select Group's model for equity upside, a significant part of its compensation is incentive warrants priced at a premium to promote growth for Clearday and strategic value recognition for Sterling Select Group. Sterling Select Group will receive warrants to purchase 500,000 shares of common stock of Superconductor Technologies Inc. (which will be renamed Clearday in connection with the proposed merger) if the proposed merger is consummated, at a price per share of $11.00, which is a 10% premium to the $10.00 per share price that will be in effect at the proposed merger closing. The warrant has customary terms, including weighted average anti-dilution provisions.
The issuance of this warrant will not change the share ownership of Superconductor stockholders in the proposed merger.
About Clearday, Inc.
Clearday™ is an innovative non-acute longevity health care services company with a modern, hopeful vision for making high quality care options more accessible, affordable, and empowering for older Americans and those who love and care for them. Clearday has decade-long experience in non-acute longevity care through our subsidiary Memory Care America, which operates highly rated residential memory care communities in four U.S. states. Clearday at Home – our digital service – brings Clearday to the intersection of telehealth, Software-as-a-Service (SaaS), and subscription-based content.
Learn more about Clearday at www.myclearday.com.
Learn more about Clearday Clubs at clubs.myclearday.com.
Learn more about Clearday at Home at www.cleardayathome.com.
Learn more about the Clearday Network at https://business.cleardayathome.com.
This communication and information made available on Clearday's website are not a part of any disclosure made or to be made by the Company and are not part of any filings with the U.S. Securities and Exchange Commission.
About Sterling Select Group
Sterling Select Group LLC is a venture development and investment platform focused on deploying resources, guidance, and capital in the hands-on development of early stage and/or growth opportunities. While Sterling Select Group has deep inroads in the real estate, sports, entertainment, media, technology and financial services industries, the breadth of Sterling Select Group's collective expertise allows it to be responsive to opportunities across the board.
Learn more about Sterling Select Group at www.sterlingselectgroup.com
No Offer or Solicitation
This communication is not intended to be and shall not constitute an offer to sell, the solicitation of an offer to sell or an offer to buy or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Forward-Looking Statements
Any statements in this press release that are not statements of historical fact constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
These statements include, but are not limited to, statements regarding contemplated transactions, and statements regarding the nature, potential approval and commercial success of Clearday and its product line, the effects of having shares of capital stock traded on the OTC Market, Clearday's and the post-merger combined company's financial resources and cash expenditures. Forward-looking statements are usually identified by the use of words such as "believes," "anticipates," "expects," "intends," "plans," "ideal," "may," "potential," "will," "could" and similar expressions. Actual results may differ materially from those indicated by forward-looking statements as a result of various important factors and risks. Risks and uncertainties related to Clearday that may cause actual results to differ materially from those expressed or implied in any forward-looking statement include, but are not limited to: Clearday's plans to develop and commercialize its future daily care centers and other non-residential daily care services; Clearday's commercialization, marketing and implementation capabilities and strategy; developments and projections relating to Clearday's competitors and its industry; the impact of government laws and regulations; and Clearday's estimates regarding future revenue, expenses and capital requirements. In addition, the forward-looking statements included in this press release represent Clearday's views as of the date hereof. Clearday anticipates that subsequent events and developments will cause their respective views to change. However, while Clearday may elect to update these forward-looking statements at some point in the future, Clearday specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Clearday's views as of any date subsequent to the date hereof.
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