SOURCE: EPIC Corporation

EPIC Corporation

May 25, 2016 01:42 ET

EPIC, the Dividend Company, Completes Its Restructure Into a Holding Company, and Announces a Stock Dividend, and Reaffirms Its Offer of Redemption

Epic Suspends Its 3rd Exchange Offer and Dividend Policy Indefinitely Into the Future

AUSTIN, TX--(Marketwired - May 25, 2016) - EPIC Corporation (OTC PINK: EPOR) ("EPIC"), and Ronald S. Tucker announced that "EPIC has completed its reorganization and enterprise restructuring into a holding company and announced the following: (1) its 13th consecutive stock dividend to preferred shareholders; (2) the suspension of its third Stock Exchange Offer and the implementations of the Stock Dividend Policy for the common shareholders for an indefinite period of time; and (3) that it is continuing the Voluntary Stock Redemption Offer to the common and preferred shareholders for an indefinite period of time into the future."

EPIC's Board of Directors has approved the Company's thirteenth consecutive quarterly stock dividend to its preferred shareholders as of June 27, 2016, and payable on June 30, 2016. The number of shares to be distributed will be 23.5% of the number of preferred shares held by the preferred shareholder, and all fractional shares are to be rounded up.

EPIC shall acquire interests in qualified private companies ("QPC") and defines a QPC as a company that has: (1) a product with a significant growth potential; (2) It lacks the capital to brand the company and its products or services; (3) it may require restructuring and reorganization to raise capital for future growth; (4) It has the management experience and ability to grow the company; (5) management has a realistic approach to growth.

EPIC through its subsidiaries provides QPC's with public relations and investor relations services, financial management services, and when possible a reasonable cash investment.

EPIC's objective is to provide services to the QPC in order to create a trading equity in an alternative market as an exit strategy for the QPC's investors, and an awareness or branding for the company and its products and services.

EPIC when possible will enter into joint ventures for the production and sale of products made with technology owned by EPIC.

EPIC's Board of Directors has approved an offer to redeem shares of its common stock and shares of its Series A 5% Convertible Preferred Stock in an exchange for RX Healthcare Systems, Ltd.'s ("RX Healthcare"), common stock subject to the following terms and conditions:

1. The common shareholders can voluntarily submit any number of EPIC common or preferred shares on or before July 31, 2016, for exchange in redemption.

2. The number of shares of RX Healthcare's common stock to be issued for each share of EPIC"s common stock is to be determined on the date EPIC's transfer

Agent receives the EPIC shares to be redeemed. The number of RX Healthcare's shares are to be determined on the average VWAP for 10 trading days prior to receipt of the EPIC shares as follows:

a. An average VWAP of < $0.25, one share of EPIC for one share of RX Healthcare common stock;
b. An average VWAP of > $0.25 and < $0.50, one share EPIC for two shares of RX Healthcare common stock; and
c. An average VWAP of > $0.50, one share of EPIC for three shares of RX Healthcare common stock.

3. For each share of EPIC preferred stock redeemed the preferred shareholder will receive 4 shares of RX Healthcare.

The objective of the Voluntary Offer of Redemption is to give EPIC shareholders who are primarily interested in sales growth of the AcuFAB® products an ability to own RX Healthcare shares (Shares) that are qualified under a Qualified Offering Circular (non-Rule 144 Shares) as of January 28, 2015, The share price in the Qualified Offering was $0.25 per share. The redemption transaction in a non-taxable event and the basis of the Shares received is the basis of the EPIC shares redeemed. However, the value of the exchange is equal to the number of Shares received times $0.25 per share.

The RX Healthcare common stock is not traded at this time and it will not be able to trade until it has sales, but there will not be significant sales growth until it has a significant direct investment to pay for marketing and advertising.

About EPIC

EPIC has had the same management and same primary objective to provide investors with a high yield and ROI since its incorporation in 1997.

EPIC CORPORATION, The Dividend Company, is an "Outside-The-Box" privately traded company. It is a holding company that acquires qualified private companies ("QPC") or interests in QPC's and provides them with financial and management services through subsidiary companies.

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