SOURCE: Global Senior Enterprises, Inc.

January 21, 2014 12:03 ET

Global Senior Enterprise, Inc. to Exchange Equity Asset With Baying Ecological Holding Group

Baying Ecological Holding Group Enters M&A With US Listed Company Toro Ventures Inc.

FORT WAYNE, IN--(Marketwired - Jan 21, 2014) -  Global Senior Enterprises, Inc. (OTC: GSET) today announced that along with The World Financial Holdings Group Co., LTD in Xi'an, Shaanxi, China on Dec. 28, 2013 entered into a Counseling Listed Cooperation Agreement with Shaanxi Surplus Eco Industrial Development to assist Shaanxi Surplus acquire Toro Ventures Inc. Shaanxi Surplus is to change its name to Baying Ecological Holding Group (Baying).

Based in Xi'an, Shaanxi Province, Baying reports 10 million RMB registered assets. Baying is at the core of walnut industry participating in eco-efficient projects, producing high-end organic agricultural, biological and health care products. Further Baying works in the eco-tourism industry and is an eco-industrial development company under the jurisdiction of Jane Eating Fine Living Clubs. Its products consist of an organic agricultural hanging bell, fragrant walnut seedling base providing products to a bio-organic fertilizer plant and other entities. GSET's Chinese Operations include health care, eco-tourism, leisure and other projects. After equity asset exchange between Baying and GSET, the organic agricultural products, health care products and eco-tourism services Baying provided would be available to GSET, so that the two parties will reach a higher scale of efficiency and benefits.

Baying presents a strong technical force with high quality management, technology, research and development personnel, deep cultural heritage, and marketing planning. Baying operates a strong brand and is an excellent prospect for development. Currently, the company owns up to 10,000 acres walnut planting base. The company has completed a large-scale cultivation of efficient ecological walnut technical reserves. Baying further independently developed a special walnut bio-fertilizer with biological agents for disease control. Baying is self-sufficient from its fertilizer and pharmaceutical production to seedling cultivation with excellent production management team, large scale and a mature high-tech standardized eco-walnut production. Moreover, the independent research of techniques and products of walnut processing has provided the company a strong impetus to further development.

The World Financial Holdings Group will accomplish the common goal using its advantages, which is to provide quick and efficient listing related counseling services to Baying. For the benefit of GSET having access to Baying's eco-tourism services and eco-products, Baying has agreed to exchange 30% stake of its equity for the common stock of GSET at a negotiated value of $6 per share. Baying's properties will be appraised by professional and qualified agencies. Once the acquisition has been made by GSET, the total assets of GSET will increase by a appraised amount and Baying will hold GSET common shares.

Baying will continue to integrate the remaining assets into TORO and facilitate transfer of Baying's Senior Management to the main board of TORO. Baying's Management feels that the merger with TORO will benefit all three parties and push the industry forward, which will lead to higher profits and lead to an ever-bright future.

FORWARD LOOKING STATEMENT
This press release contains certain "forward‐looking" statements, as defined in the United States Private Securities Litigation Reform Act of 1995 that involve a number of risks and uncertainties. Statements, which are not historical facts, are forward‐looking statements. The Company, through its management, makes forward‐looking public statements concerning it expected future operations, performance and other developments. Such forward‐looking statements are necessarily estimates reflecting the Company's best judgment based upon current information and involve a number of risks and uncertainties, and there can be no factors that could cause actual results to differ materially from those estimated by the Company. They include, but are not limited to, the Company's ability to develop operations, the Company's ability to consummate and complete the acquisition, the Company's access to future capital, the successful integration of acquired companies, government regulation, managing and maintaining growth, the effect of adverse publicity, litigation, competition, sales and other factors that may be identified from time to time in the Company's public announcements.