SAN DIEGO , Aug. 12 /PRNewswire/ -- Diversified Opportunities, Inc. (OTC Bulletin Board: DVOP) announced that it intends to combine the security technology holdings of two emerging providers of homeland security products, QRSciences Pty Ltd ("QRSciences") and Spectrum San Diego, Inc. ("Spectrum"). The combination will result in a multi-technology and IP-rich developer of security scanning and imaging with an important portfolio of intellectual property. Products of the combined companies will include: 1) CastScope(TM), a screening system used in airports and other locations for scanning prosthetics and casts; 2) SentryScope(TM), a unique ultra-high-resolution 180 degree camera system in use at locations internationally for security monitoring of crowds and large areas; and 3) other technology and intellectual property with applications in security screening. It will also own royalty-generating patents currently licensed to General Electric for a shoe-scanning system designed for airport usage.
Kevin Russeth , Executive Director of Diversified Opportunities, commented, "The new company from the outset will be a leader in product development and a supplier to the Department of Homeland Security and the Transportation Security Administration, with installations across the United States . We are very pleased to be working with Spectrum, an extraordinary group of people with substantial valuable intellectual property and products. We look forward to continuing the development of QRSciences technologies as well. Our R&D pipeline will be yielding a steady stream of new products to enhance the security of travelers, border crossings, public buildings, hospitals, prisons, stadiums, auditoriums, and transportation hubs."
DVOP previously announced entering into a share exchange agreement with QRSciences Holdings Limited, ("Holdings"), a publicly traded Australian corporation. Under the terms of the Agreement, DVOP will acquire by share exchange and cash all of the equity of Holding's wholly-owned subsidiary, QRSciences. The description of the acquisition of QRSciences by DVOP can be referenced in its entirety in the Form 8-K filed with the Securities and Exchange Commission on July 31, 2008 . A copy of the Agreement is filed as an exhibit to that same Form 8-K.
QRSciences' assets include a wholly-owned subsidiary, QRSciences Corporation ("QRS Corp"), a private company based in San Diego , which holds convertible notes receivable and convertible Series A preferred stock of Spectrum. The conversion of the notes and Series A preferred stock would result in QRS Corp owning 33.4% of the currently outstanding common stock with a fully diluted equity position of approximately 31.3% of Spectrum. QRS Corp also holds an option valid through September 2009 to purchase all of the remaining shares of Spectrum.
On August 4, 2008 , QRS Corp exercised its option to purchase all of the
remaining shares of Spectrum. In accordance with the option, the
Mr. Russeth further noted, "Spectrum's flagship product CastScope is part of sole-source IDIQ (Indefinite Delivery Indefinite Quantity) order placed by the Transportation Security Administration ("TSA") and announced in October last year. They also have another product in development, CarScan, that we expect could add some major benefits to screening at border crossings.
"CastScope enables checkpoint screeners to search for concealed threats when screening passengers with casts, braces, heavy bandages or prosthetics, while at the same time allowing the inspections to be conducted in a professional manner, resulting in less embarrassment to the person being screened. Other potential customers for CastScope include the U.S. Department of Defense, the U.S. State Department, the U.S. Department of Homeland Security as well as other local, state and federal government agencies. It is expected that CastScope will be attractive to foreign governments as well."
CarScan is being funded by Technical Support Working Group ("TSWG") an agency of the government and will allow vehicles approaching a checkpoint or gate to drive slowly through the inspection system, enabling screening without the driver or passengers leaving the vehicle. Phase I of this contract was a laboratory feasibility study lasting nine months, followed up by a Phase II that involves the construction and field testing of a prototype of the technology.
Dr. Steven W. Smith , President of Spectrum said, "Screening vehicles including trucks, trailers and cars, is the next logical step for this technology, and we expect this work to lead to a commercial product upon completion of the contract. Building on our success with full-body and cast scanning, we are designing this product to be a quick, safe and cost-effective way of detecting dangerous objects, without requiring the occupants to leave the vehicle, a high priority goal for both domestic security and force protection overseas."
About Diversified Opportunities
DVOP, which is 97.83% owned by Holdings, was acquired as a trading shell and currently does not have any ongoing business operations or any revenue sources.
About Spectrum
Founded in 1998, Spectrum is a product development group specializing in the design of electronic imaging systems and instrumentation. The company's founder is Dr. Steve Smith , a noted expert in electronic design, X-ray imaging and digital signal processing.
Spectrum's primary focus is the invention, development and commercialization of novel imaging systems with efforts currently focused on three branded products, SentryScope, CastScope, and CarScan, plus ongoing funded research and development projects.
Over the last eight years Spectrum has executed contracts and grants for the TSWG, National Science Foundation, National Institute of Health, Transportation Security Administration, United States Air Force, InVision Technologies, Rapiscan Systems and others.
About QRSciences
QRSciences is a subsidiary of Holdings, a publicly listed company that trades on the Australian Stock Exchange and as an ADR on the US over-the- counter market (QRS:ASX; QRSNY.PK). The company specializes in the design, development and sale of advanced technology systems, sub-systems, components and software for security related applications. Applications for its technologies and products include the detection of explosives and narcotics, metal detection and imaging, surveillance and monitoring. The Company and its subsidiaries have a wide range of government and commercial customers including GE Security, Transportation Security Administration, U.S. Department of Homeland Security, U.S. TSWG, Australian Customs, China Institute of Atomic Energy (CIAE), United Arab Emirates Government, HM Customs UK and Rapiscan Systems.
For more information on QRSciences Holdings visit: http://www.qrsciences.com.
Forward-looking Statement
Statements included with this press release, which are not historical in nature, constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Sections 21E of the Securities Exchange Act of 1934, and are subject to the safe harbor created by these sections. Such statements are indicated by words or phrases such as "anticipate," "estimate," "projects," "believes," "intends," "expects" and similar words and phrases. The following are important factors that could cause DVOP's actual results to differ materially from those expressed or implied by such forward looking statements:
-- the company's need to raise substantial additional financing; -- the company's ability to acquire the assets of, or merge with the operating subsidiary of Holdings; -- the company's ability to acquire the remaining equity of Spectrum; -- the company's ability to extend its cash resources and to implement one or more strategic alternatives; -- the company's ability to attract and retain research and development and sale and marketing talent; -- the company's ability to create marketable products and services for the security technology segment; -- the highly uncertain and competitive nature of the security technology industry; -- the company's status as a shell company; -- the company's dependence on third-parties; and -- other economic, business, competitive and governmental and/or regulatory risks detailed in the Company's filings with the Securities and Exchange Commission.Actual results may differ materially from the company's expectations and estimates.
Contact: Allen & Caron Michael Mason 212-691-8087 [email protected] Brian Kennedy (US Media) [email protected]SOURCE QRSciences
