Oasis Outsourcing Announces Acquisition of Controlling Shareholder of Fortune Industries, Inc.

WEST PALM BEACH, FL—(Marketwired – September 16, 2016) – Oasis Outsourcing, the nation's largest privately held professional employer organization (PEO), has acquired CEP, Inc., the holder of over ninety–one percent (91%) of the common stock of Fortune Industries, Inc. (OTC PINK: FDVF), a PEO group comprised of Century II, Inc., Employer Solutions Group, Inc., and Professional Staff Management, Inc. The Fortune Industries group is one of the nation's oldest PEO groups and provides full–service human resources and employment–related services to its diverse client base throughout the country. Oasis Outsourcing currently serves almost 6,000 clients and more than 200,000 worksite employees nationwide. This transaction will add over 14,000 worksite employees in 47 states to the Oasis platform. Terms of the deal were not disclosed.

Oasis Outsourcing will promptly take the steps necessary to effect a “short–form” merger of CEP with and into Fortune Industries under Indiana law, without a meeting of Fortune Industries shareholders. This process will include the mailing of a copy and summary of a plan of merger to each record shareholder of Fortune Industries common stock at least 30 days prior to filing the related articles of merger. Upon the closing of the short–form merger, Oasis Outsourcing will acquire all of the remaining shares of Fortune Industries common stock, par value $0.10 per share, for [$0.586] per share in cash. The price per share of Fortune Industries common stock to be paid by Oasis Outsourcing in the short–form merger exceeds the implicit price per share paid for the shares of Fortune Industries common stock indirectly acquired in the acquisition of CEP, Inc., because the shareholders of CEP, Inc. agreed to pay for certain transaction costs and to bear the risk of potential indemnity liabilities. After the completion of the merger, Fortune Industries will be a wholly owned subsidiary of Oasis Outsourcing, and shares of Fortune Industries will no longer be quoted on the OTC Pink platform.

“The addition of Fortune Industries to the Oasis family continues our trend of strategic acquisitions as part of our growth strategy,” said Mark Perlberg, President and CEO of Oasis Outsourcing. “The inclusion of Century II, Professional Staff Management and Employer Solutions Group is significant in Oasis' strategy to increase our geographic footprint and cost–efficient client offerings. This acquisition also gives us the opportunity to welcome an experienced and talented team of Fortune Industries professionals to the Oasis organization.”

“This is an exciting time for Fortune Industries,” said Tena Mayberry, President and CEO of Fortune Industries. “We are known for our high level of customer service and deep commitment to bringing solutions to our clients and their employees, and we've found that Oasis shares the same commitment to client service and innovative solutions. As our companies join together, our clients will find even more value in Oasis' additional product offerings while continuing to enjoy the same high level of service.”

The current sales and service team members at Century II, Employer Solutions Group and Professional Staff Management will continue to work out of their existing locations, providing clients with uninterrupted service.

Brown Gibbons Lang & Company served as financial advisor and Bone McAllester Norton PLLC acted as principal legal counsel to CEP and Fortune Industries in this transaction. Kramer Levin Naftalis & Frankel LLP acted as legal counsel to Oasis Outsourcing.

About Oasis Outsourcing Holdings, Inc.

Oasis Outsourcing is a Florida–based Professional Employer Organization (PEO) serving more than 200,000 employees and 6,000 clients nationwide. Founded in 1996, it specializes in providing human resources services, employee benefits administration, healthcare reform support, payroll and tax administration, risk management services and staffing solutions to small– and medium–sized businesses throughout the United States. Oasis is accredited by the Employer Services Assurance Corporation (ESAC), ensuring the highest level of ethical, financial and operational standards in the PEO industry and has received SOC 1 Type II (formerly SAS 70) certification for its high level of accuracy and performance. Offices are located in Atlanta, GA; Austin, TX; Boca Raton, FL; Boston, MA; Boulder, CO; Charlotte, NC; Dallas, TX; Denver, CO; Edison, NJ; Hartford, CT; Houston, TX; Indianapolis, IN; Jacksonville, FL; Long Island, NY; Los Angeles, CA; Manhattan, NY; Miami, FL; Minneapolis, MN; Nashville, TN; Orlando, FL; Phoenix, AZ; Queens, NY; San Diego, CA; San Francisco, CA; Sarasota, FL; St. Louis MO; Tampa, FL; and West Palm Beach, FL. For more information about Oasis Outsourcing, visit www.oasisadvantage.com.

About Fortune Industries, Inc.

Fortune Industries, Inc. (OTC PINK: FDVF) is comprised of three PEO companies: Century II, Inc. in Brentwood, Tenn.; Employer Solutions in Phoenix and Tucson, Ariz., Loveland, Colo. and Provo, Utah; and Professional Staff Management, Inc. in Indianapolis, Ind. It is one of the nation's oldest PEO groups.

Fortune Industries serves more than 600 small and medium–sized businesses, representing over 14,000 worksite employees in 47 states. Services include human resource consulting and management, employee training and development, workers compensation and risk management, payroll, and benefits administration.

Based in Brentwood, Tenn., the common stock Fortune Industries is quoted on the OTC Pink platform of OTC Markets Group, Inc. under the symbol FDVF. Additional information about Fortune Industries, Inc. is available at www.ffi.net.

Asia Society and Antiquities Coalition Convene Leaders to Promote Protection of Conflict Antiquities

NEW YORK, NY —(Marketwired – September 16, 2016) – Leading policymakers and experts convened in New York City today to assess the global fight against the destruction and plunder of cultural artifacts in the Middle East and North Africa by ISIS and other violent extremist organizations.

The “Culture Under Threat” forum, organized by the Antiquities Coalition, Asia Society, and the Middle East Institute, was held at the Asia Society in New York on the margins of the 71st Session of the United Nations General Assembly.

“We're here today to make sure that one issue, in all the issues being tackled during the UN General Assembly, is not overlooked and gets the attention it needs and deserves. That issue is protecting our shared heritage, the monuments and relics of our past, which are being destroyed, looted and trafficked,” said Josette Sheeran, President and CEO of Asia Society, in her welcoming remarks. “Make no mistake, these are hardcore and dangerous crimes as the proceeds are often being used to finance terrorism and further destruction.”

The Forum brought together high–level representatives from intergovernmental organizations, governments, law enforcement agencies, the armed forces, and business. A discussion moderated by ABC News' Jon Williams focused on how these varied sectors can work together to combat the growing use of historical and cultural artifacts as a terrorist financing tool. The event also explored what has been learned in the past year about this illicit trade in “blood antiquities” — including the U.S. government's revelation that ISIS has made antiquities transactions totaling $1.25 million over just a three month period.

Speakers at the forum included Ambassador Mohamed Ali Alhakim, Permanent Representative of Iraq to the United Nations; Brigadier General (Ret.) Russell Howard, Founding Director of the Combating Terrorism Center at West Point; Deborah Lehr, Chair and Founder of the Antiquities Coalition; Luigi Marini, Legal Advisor at the Permanent Mission of Italy to the United Nations; Emmanuel Roux, Special Representative of INTERPOL to the United Nations; Larry Schwartz, Deputy Assistant Secretary for Press and Public Diplomacy; and Mark Taplin, Principal Deputy Assistant Secretary at the U.S. Department of State's Bureau of Educational and Cultural Affairs.

“We need, at the same time, a comprehensive and a very specialized approach to this kind of crime,” Roux said at the event. “[INTERPOL] found recently, a year ago, a container. In this container, we found 135 cultural objects, 233 weapons, firearms, together with 30 kilos of heroin, three kilos of cocaine, and 23 elephant tusks. All those markets, that you think are specialized, at some point they gather.”

Today's forum comes on the heels of the second annual #CultureUnderThreat Regional Conference. On September 8, seventeen Arab League nations convened in Amman for a ministerial–level summit hosted by the Government of the Hashemite Kingdom of Jordan with support from the Antiquities Coalition and the Middle East Institute. The participating nations held the inaugural meeting of the Middle East and North African Task Force Against Cultural Racketeering, and launched an aggressive plan to combat looting and trafficking.

“The importance of the Arab League countries' cooperation can't be underestimated,” said the Antiquities Coalition's Lehr. “The outcomes of the meeting today will complement their efforts through support and practical solutions as seen in the #CultureUnderThreat Task Force.”

In April 2016, the forum organizers released the #CultureUnderThreat Task Force Report: Recommendations for the U.S. Government, which put forward 31 concrete steps that could be taken by the U.S. Administration, Congress, the United Nations, and the art market to fight terrorist financing through cultural racketeering. The U.S. government has already implemented some of these recommendations and is in the process of fulfilling others.

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Catch ’em Young

By Zubeida Mustafa
Sep 16 2016 (Dawn, Pakistan)

According to Unesco’s Global Education Monitoring Report [GEMR] 2016 released recently, only two-thirds of children worldwide would have completed primary schooling by 2030, the [...] Read more »