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UV Flu Approves Plan to Maximize Shareholder Value With Spinoff of RxAir

Jun 21 2013 12:00AM

Marketwire

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BARNSTABLE, MA -- (Marketwired) -- 06/21/13 -- UV Flu Technologies, Inc. (OTCQB: UVFT) (the "Company") announced today that the Board of Directors has authorized management to pursue the spinoff of its RxAir business into a separate publicly-traded entity. The RxAir division will concentrate entirely on the medical and commercial markets, while the parent will continue to concentrate on the residential marketplace.

It is anticipated that the transaction would be structured as a pro rata distribution to all shareholders of UV Flu with the holders of its common stock receiving additional common stock in RxAir. Upon closing of the proposed spin-off transaction, UV Flu's existing shareholders would hold interests in both UV Flu and RxAir.

Upon closing of the transaction, it is anticipated that RxAir will assemble a separate management team and Board of Directors. Executing the transaction requires further work on structure, management, governance, and other significant matters. Within the next months, UV Flu and RxAir's management will develop detailed plans for the Board's further consideration and final approval.

"This transaction will unlock the value hidden within each of the two entities to achieve strategic and operational clarity," said Jack Lennon, CEO. "The parent will have its unique flagship patented UV air purifier, the ViraTech UV-400™, which is an FDA Cleared Class II Medical Device."

"RxAir will have five products, with its patented, FDA Cleared HEPA air purifier, the RX-3000, along with the RxAir Plus System, which utilizes two FDA Cleared technologies, along with the RX-4500, the RX-6500 and the RX-400."

"RxAir will include the medical market, which will encompass the Sleep marketplace, including sleep centers and hospitals, clinics and nursing homes. In addition RxAir will include the commercial market, which will include casinos, salons, restaurants, government buildings and military installations. RxAir has an installed base in over 600 hospitals in several countries, along with numerous commercial accounts, we think the platform for focused growth, for both entities, will dramatically enhance shareholder value," said Mr. Lennon.

Further details regarding the Company's business, acquisitions, financial reports and agreements are filed as part of the Company's continuous public disclosure as a reporting issuer under the Securities Exchange Act of 1934 filed with the Securities and Exchange Commission's ("SEC") EDGAR database. For more information, visit: www.uvflutech.com, and click on the 5 minute video describing the ViraTech UV-400™.

About UV Flu Technologies, Inc. (OTCQB: UVFT)
UV Flu Technologies is an innovative developer; manufacturer and distributor of bio technology products initially targeting the rapidly growing Indoor Air Quality ("IAQ") industry sector ($7 billion in 2011). The Company manufactures the ViraTech UV-400™, which utilizes high-intensity ultraviolet radiation (UV-C) inside a killing chamber that goes beyond filtration to destroy harmful airborne bacteria, at rates exceeding 99.2% on a first-pass basis, while also reducing the concentrations of odors, and VOC's (volatile organic compounds, such as acetone, benzene, formaldehyde, etc.) The FDA has issued a coveted Class II medical listing that enables UV Flu Technologies to market the product as a medical device. For more information, visit: www.uvflutech.com

About RxAir Industries, LLC
RxAir™ is the leading provider of air purification solutions for the medical industry with hundreds of units in waiting rooms to emergency rooms in respected medical facilities nationwide. RxAir™ products remove harmful pathogens from the air in infectious environments for emergency pandemics through isolation rooms and negative pressure rooms. The RxAir™ air purification line is 99.97% efficient, portable, and adaptable, requires zero-maintenance. http://www.rxair.com

Notice Regarding Forward-Looking Statements
This news release contains "forward-looking statements" as that term is defined in Section 27A of the United States Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Statements in this press release which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future. Such forward-looking statements include, among other things, the development, costs and results of new business opportunities. Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the inherent uncertainties associated with new projects and development stage companies. These forward-looking statements are made as of the date of this news release, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Although we believe that any beliefs, plans, expectations and intentions contained in this press release are reasonable, there can be no assurance that any such beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all of the information set forth herein and should also refer to the risk factors disclosure outlined in our annual report on Form 10-K for the most recent fiscal year, our quarterly reports on Form 10-Q and other periodic reports filed from time-to-time with the Securities and Exchange Commission. Executing the transaction requires further work on structure, management, governance, and other significant matters. Within the next number of months, UV Flu's and RxAir's management will develop detailed plans for the Board's further consideration and final approval.

The completion of the spin-off is subject to a number of conditions, including final approval of the transaction by each Board, favorable tax rulings and or opinions of the transaction to UV Flu and to its shareholders, further due diligence as appropriate, and the filing and effectiveness of appropriate filings with the Securities and Exchange Commission ("SEC"). There can be no assurances given that the separation of UV Flu's business as described in this announcement will occur. UV Flu will provide interim updates as appropriate.

ON BEHALF OF THE BOARD

UV Flu Technologies, Inc.
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John J. Lennon, President/CEO



Investor Information:
Toll-Free: 1-877-358-5545 (FLU-KILL)
Web: www.uvflutech.com

Retail or Internet Inquires:
Please call our Corporate Office at:
508-362-5455





Source: Marketwire


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