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CLX Medical, Inc. Files Definitive 14C Reporting Changes to Articles of Incorporation to Prepare Company for Execution of Acquisition Strategy

SOURCE:

CLX Medical, Inc.

2008-07-28 12:43:00

CLX Medical, Inc. Files Definitive 14C Reporting Changes to Articles of Incorporation to Prepare Company for Execution of Acquisition Strategy

CLX Medical, Inc. Files Definitive 14C Reporting Changes to Articles of Incorporation to Prepare Company for Execution of Acquisition Strategy

Additional Products in the Medical Diagnostic Testing Market Are Targeted

MURRIETA, CA–(EMWNews – July 28, 2008) – CLX Medical, Inc. (OTCBB: CLXN), which is

focused on the launch and distribution of unique medical diagnostic testing

products, today filed a Schedule 14C Information Statement with the

Securities and Exchange Commission reporting majority shareholder approval

on proposals that effect the capital structure of the company. The changes

were initiated by the company’s Board of Directors in order to properly

position CLX to execute an acquisition strategy over the next several

months.

The information statement reported to stockholders of CLX Medical that a

special meeting of shareholders was held on July 25, 2008 at the company’s

corporate offices. At that meeting, principal shareholders, who

collectively represented 64% of the common stock outstanding as of the

meeting date, were either present or voted in absentia.

The two proposals to amend the company’s Articles of Incorporation

considered at the special meeting were: 1) to consider and vote upon a

proposal to increase the number of shares of capital stock that the company

is authorized to issue to 5,000,000,000); and 2) to consider and vote upon

a proposal to effect a reverse split of the company’s common stock at a

ratio of up to one-for-two thousand during the twelve month period

following the date of the special meeting of shareholders. All of the

principal shareholders represented at the meeting voted in favor of the

proposals. Accordingly, no proxies will be solicited regarding the

proposals.

In the information statement filed today, it is reported that the CLX Board

of Directors believes that the increase in the number of authorized shares

is in the best interest of the company in that it will provide available

shares which could be issued for various corporate purposes, including

acquisitions, stock dividends, stock splits, stock options, convertible

debt, and equity financings. The filing also expresses the Board’s belief

that a future reverse split may increase the trading price of the common

stock generating greater investor interest, thereby enhancing the

marketability of the common stock to the financial community. In addition,

the resulting reduction in the number of issued and outstanding shares of

common stock, together with the increase in the number of authorized shares

of capital stock, will provide the company with additional authorized but

unissued shares which could also be utilized for various corporate

purposes, including acquisitions or mergers, stock dividends, stock splits,

stock options, convertible debt, and equity financings.

CLX recently announced that it has completed the major elements of its due

diligence on an additional rapid diagnostic device for the medical market

that has been targeted by the company for acquisition and that it expects

to announce the name of the product within the next two weeks. The due

diligence process that was initiated with the signing of a letter of intent

for the acquisition included a detailed analysis of the product and

extensive research into the current and potential future market for the

product. The last phase of the process will include an in-depth analysis

of competitive strengths and is part of an ongoing study of the product by

a clinical laboratory affiliated with a major U.S. university. This last

phase will culminate in a meeting with the contracted manufacturer of the

device scheduled for the end of July. Subsequent to that meeting, CLX

expects to proceed to a definitive agreement and release the name of the

product to be acquired.

The company will also consider additional potential acquisitions in the

medical diagnostic testing market segment, and the amendments to the

Articles of Incorporation are expected to provide the company with

sufficient flexibility to execute its acquisition strategy.

Robert McCoy, chairman of CLX Medical, stated, “The Board is confident that

with flexibility provided by passage of the proposals contained in the 14C

filing, CLX is poised to successfully execute an acquisition strategy

designed to significantly enhance the future potential of the company.

While we continue to devote the appropriate amount of time and resources to

the development of Zonda’s chlamydia test, CLX is concurrently pursuing the

acquisition of additional medical diagnostic testing products that CEO Vera

Leonard and the rest of the CLX management team believe have the best

worldwide market potential. The proposals approved at the special meeting

will provide the framework to allow this acquisition strategy to be

implemented.”

The acquisition that is currently targeted under the letter of intent, as

well as others that the company has identified for potential acquisition,

present considerable synergies with the product line of Zonda,

Incorporated, a majority owned subsidiary of CLX that has developed a rapid

point of care test for chlamydia. CLX is currently preparing to initiate

clinical trials for the Zonda chlamydia test as part of the effort to

achieve FDA clearance for the product. A validation study is underway to

perfect the testing protocol in preparation for the clinical trials.

To sign up to receive information by email directly from CLX Medical, Inc.

when new press releases, investor newsletters, SEC filings, or other

information is disclosed, please visit

http://www.clxinvestments.com/email.php.

About CLX Medical, Inc.

CLX Medical, Inc. (www.clxinvestments.com) holds a 51% equity interest in

Zonda, Inc., which has developed rapid point of care tests for medical and

non-medical markets, and CLX recently announced a letter of intent to

acquire another rapid diagnostic device for the medical market. CLX has

also invested, and holds a common stock position, in ActionView

International, Inc. (www.actionviewinternational.com), a publicly traded

global manufacturer and marketer of “smart” scrolling advertising

billboards.

All statements included in this release, including statements regarding

potential future plans and objectives of CLX Medical, Inc. are

forward-looking statements. Such statements are necessarily subject to

risks and uncertainties, some of which are significant in scope and nature

beyond CLX Medical’s control. There can be no assurance that such

statements will prove accurate. Actual results and future events could

differ materially from those anticipated in such statements depending on

many factors. Historical results are not necessarily indicative of future

performance.

Contact:
Gemini Financial Communications, Inc.
A. Beyer
951-677-8073

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