Urban Hydroponics Inc. Signs Definitive Agreement to Merge with Canadian Hydroponics Companies

Miami Beach, Florida (PRWEB UK) 31 October 2014

Urban Hydroponics, Inc. (OTCQB:URHY), a Nevada corporation (Urban Hydroponics or, the Company) today announced it has signed a Binding Letter of Intent (LOI) to merge with three Canada-based companies in the urban cultivation sector – Urban Cultivator Inc. (Urban Cultivator), BC Northern Lights Enterprises Ltd. (“BC Northern Lights), and W3 Metal Inc. (W3 Metal and together with Urban Cultivator and BC Northern Lights, the Target Companies). Pursuant to the LOI and an earlier non-binding term sheet, Urban Hydroponics, to date, has made working capital bridge loans to the Target Companies in an aggregate amount of $ 880,000 from funds it raised in a private placement to non-US persons.

Urban Cultivator is a British Columbia-based manufacturer of high quality, fully-automated indoor growing appliances that allow year-round growing of herbs, micro-greens, flowers and veggies. The Urban Cultivator appliance features an automated control center to ensure that greens get precisely the right amount of water and light, while onboard fans control humidity and air circulation. The Urban Cultivator comes in a residential model and a commercial size application for restaurants. The Urban Cultivator appliance plumbs into city water and electricity, and is easy to install. It serves the growing locavore movement that aims to consume locally grown, organic foods. Urban Cultivator employs 14 people and its estimated, unaudited revenue for 2014 is expected to be approximately $ 1.2 million. Urban Cultivators website address is http://www.urbancultivator.net .

The commercial scale Urban Cultivator is used by some of the top restaurants and hotels in the world including the Four Seasons and the Fairmont, both in Vancouver. High end chefs turn to the Urban Cultivator to help them provide the freshest and best tasting experience for their customers. The Urban Cultivator can save restaurants $ 500 to $ 1500 per month in the cost of greens. Moreover, restaurants can promise their customers that greens grown on their premises in the Urban Cultivator are cultivated without pesticides and harmful chemicals and are harvested at peak nutritional value then plated within minutes. Executive Chef of Four Seasons Vancouver, Ned Bell, has emphasized that The Urban Cultivator is a vital component to our culinary mission of incorporating fresh, local and sustainable ingredients into our menus.

Additionally, Martha Stewart, famous culinary enthusiast, is a fan of the Urban Cultivator and has described the appliance as the perfect indoor garden for your home and restaurant. Martha Stewart uses the Urban Cultivator in her test kitchen to incorporate fresh herbs and ingredients into her recipes, to promote a healthy-green diet.

BC Northern Lights is a British Columbia-based manufacturer of indoor hydroponic grow boxes serving the sector since 2001. BC Northern Lights offers seven different grow box combinations that help both the novice and professional grower through each stage of the production cycle.

Every BC Northern Lights grow box is a fully automated hydroponic growing appliance, made with premium parts and electronics and comes with all essential supplies including CO2 setup, nutrients, bulbs, pumps, and an electronic timer.

BC Northern Lights employs 13 people. Its estimated, unaudited annual revenues for 2014 are expected to be approximately $ 2.5 million. The web address for BC Northern Lights is http://www.bcnorthernlights.com.

W3 Metal is a British Columbia-based metals fabricator that specializes in the manufacture of hydroponic grow boxes for Urban Cultivator and BC Northern Lights. It is expected that he integration of W3 Metal into the post-merger company will help ensure the highest standards of quality control for the metal components and manufacture of the Urban Cultivator appliances and the BC Northern Lights growboxes.

Urban Hydroponics Principal Executive Officer Frank Terzo stated, This proposed merger transaction will bring public two of the leading name brands in hydroponics. Urban Cultivator and BC Northern Lights appliances have received accolades from trade publications and high-profile users alike. The increasing awareness around eating locally grown, higher nutrition foods that reduce our carbon footprint is a driving force behind the expanding growth of this market. We look forward to completing this merger transaction by the end of the calendar year.

Tarren Wolfe, founder and majority stockholder of Urban Cultivator, BC Northern Lights, and W3 Metal, added, We believe that upon completion of this merger, we will be financed and positioned for accelerated growth as we leverage our brand equity to supply top-quality appliances to residential and commercial customers. As a public company we can better pursue the tremendous growth opportunity in the hydroponics market.

For more information about the proposed merger and related transactions, including the bridge loans to the Target Companies and the Companys associated private placement, see the Companys Current Report on Form 8-K filed with the Securities and Exchange Commission on October 28, 2014. The proposed merger is subject to certain conditions and contingencies and there can be no assurance at this time that the merger will be completed as currently planned.

Urban Hydroponics, Inc.

Urban Hydroponics, Inc. (formerly known as Placer Del Mar, Ltd.) was incorporated in Nevada on May 13, 2005 for the purpose of mining and mineral exploration. In June, 2013 the Company ceased its mining exploration activities to refocus its business objectives on seeking a business combination with a private entity whose business would present an opportunity for the Companys shareholders. Since that time the Company has been a shell company as such term is defined under the federal securities laws. Frank Terzo is currently the Companys sole officer and director.

Forward-Looking Statements

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements within the meaning of the federal securities laws. Forward-looking statements may include, without limitation, statements regarding (i) the plans and objectives of management for future operations, including plans or objectives relating to the planned merger with Urban Cultivator Inc., BC Northern Lights Enterprises Ltd., and W3 Metal Inc., (ii) a projection of income (including income/loss), earnings (including earnings/loss) per share, capital expenditures, dividends, capital structure or other financial items, (iii) the Company’s future financial performance and (iv) the assumptions underlying or relating to any statement described in points (i), (ii) or (iii) above. Such forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances and may not be realized because they are based upon the Company’s current projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties and other influences, many of which the Company has no control over. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. Factors that may influence or contribute to the inaccuracy of the forward-looking statements or cause actual results to differ materially from expected or desired results may include, without limitation, the Companys ability or lack thereof to successfully complete its planned merger with, and integrate the operations of Urban Cultivator, Inc., BC Northern Lights, Inc., and W3 Metals, to obtain adequate financing at appropriate pricing, to successfully compete in the Companys markets and to expand the Company’s business; lack of product diversifica

More Nutrition And Healthy Eating Press Releases

6 "healthy eating" rules you need to unlearn

6 "healthy eating" rules you need to unlearn
Forget egg white omelettes, to get the full nutritional benefits of the egg you need to eat the whole thing! Yes the white is where the protein is, but the yolk contains all the wonderful nutrients including brain-boosting choline, heart-healthy omega …
Read more on Cosmopolitan UK

Carefully planning your weekly shop can help save you money
However, as healthier foods tend to have a much lower energy density (fewer calories per gram) than less healthy foods, this measure may not always give a realistic comparison of different food choices you might buy. For example, you would need to buy …
Read more on NHS Choices

UNC professor works to identify orthorexia, a healthy eating disease
If you are having problems getting friends to eat with you because it will be too much trouble for your dietary restrictions, it's another red flag. Bringing special meals or scales to a restaurant to every single outing could be crossing the line …
Read more on Greeley Tribune

Prizes for primary children who eat most fruit and veg make them healthier

Prizes for primary children who eat most fruit and veg make them healthier
Poor nutrition is a primary cause behind the rising cost of health care in many developed countries. Although pupils have good knowledge of what is healthy and what is not, that does not always translate into necessarily choosing to eat fruit and …
Read more on The Conversation UK

Kids Whose Parents Went To College Eat Healthier, Study Finds
A new study by University of British Columbia published in the Public Health Nutrition journal has found that children's healthy appetite depends on the level of education of their parents. The study states that children of college-educated parents eat …
Read more on International Business Times AU

Doctors' Notes: What the food experts eat, and what they skip
Today the Star's Life section launches Doctors' Notes, a weekly column in partnership with the University of Toronto Faculty of Medicine. Local health-care professionals will offer their views and advice on timely health issues that affect us all …
Read more on Toronto Star

EXCHANGE: Teen ridding herself of junk food habit
"That was in 2002, and I decided to start making better decisions about my nutrition." Improved diet and exercise took Kelli, 38, to the other end of the health spectrum. By 2007, she was competing in women's bodybuilding on a national level. For the …
Read more on MiamiHerald.com

King Kullen Prepares for Fall Season

(PRWEB) October 02, 2014

The leaves are changing and the weather is getting cooler; its time for fall! This season, be sure to make good, healthy decisions on what to eat. King Kullen offers the freshest produce, tons of baking and cooking ideas and more to help customers enjoy the season.

When one thinks of fall, the first food that comes to mind is apples. Apples are packed with tons of great nutrients and vitamins, which make them a staple for anyones autumn diet. With a NuVal score of 96, apples are an excellent nutritious choice. For those who arent familiar with NuVal, it is a nutritional scoring system that scores food from 1-100 on the basis of nutrition; the higher the score, the better the nutrition.

The NuVal system is easy-to-use and a great way to help families make good, healthy choices, said Michele Tonner, King Kullens nutritionist. Fall is a season of change, which means its the perfect time for you and your family to make a positive change in your daily life to improve your diet, and King Kullen can help.

King Kullen is the only grocery store on Long Island offering NuVal scores to its customers, and the scores are available for free on the shelf tags of thousands of items throughout King Kullen.

Dont have time to make a trip to the orchard this year? Try apple picking at the local grocery store instead. Director of Produce and Floral Rich Conger notes that King Kullen has a robust variety of apples in store, with assorted taste profiles to satisfy each member of your family. Conger recommends Honeycrisp apples. They are an exceptionally sweet apple with a great crunch. Their popularity has grown significantly over the last few harvest seasons.

Apples are perfect for healthy snacks or a great ingredient for pies, cakes and cookies. Baked goods can contain healthful ingredients while maintaining superior taste, said Sue Brooks, King Kullens Director of Bakery and Frozen Foods. If you choose to substitute recipes with healthier options, you can end up with a delicious result that not only tastes great but is good for you too!

This recipe for strawberry ghosts can be easily changed by substituting yogurt for chocolate: http://www.pinterest.com/pin/199917670932155585/. Try making these crunchy apple chips for a snack that packs tons of flavor into a crispy bite: http://www.pinterest.com/pin/199917670934101175/. Visit King Kullens Halloween Board on Pinterest for more fun recipe ideas: http://www.pinterest.com/kingkullen/halloween/.

While many consider it a vegetable, pumpkins are another popular fall fruit. Pumpkins have no saturated fats or cholesterol, and are rich in antioxidants, dietary fiber, minerals and vitamins.

It seems like pumpkin is everywhere during the fall, and its no wonder! Pumpkin makes a delicious addition to cookies, breads and other baked goods. They also add a warm flavor to homemade, pumpkin-spiced lattes.

We offer our customers fresh pumpkins throughout the fall, said Conger. Whether youre using them for baking or for carving, youll surely find a great, locally-grown pumpkin at King Kullen.

Fall is also the perfect time for enjoying some autumn-themed crafts with the kids. With a little creativity, its easy to find fun, simple and inexpensive crafts for kids using items that can easily be found around the house.

Pinterest is a great resource for those looking to get a little crafty this season, said Tracey Cullen, Director of Pricing and Social Media. We love to find, and test, interesting-looking activities and share them with our customers.

Try this craft using paint, paper and a childrens handprint: http://www.pinterest.com/pin/199917670934101171. A toilet paper roll can even make the perfect shape for a pumpkin: http://www.pinterest.com/pin/199917670934101167.

This season, try something new! Whether its a new recipe, craft or fun activity, its sure to be enjoyable. Stop in to any of King Kullens 39 locations for more fun fall information and find everything needed to make this season special.

<br>About the company:<br>Headquartered in Bethpage, New York, King Kullen Grocery Co., Inc. is recognized by the Smithsonian Institution as Americas first supermarket. Michael J. Cullen opened the doors of King Kullen in 1930. Today, four generations later, King Kullen is still family-owned and operated. It remains a leader in the supermarket industry. From that very first store in 1930, King Kullen today operates 39 supermarkets and five Wild by Nature stores across Long Island. In addition to traditional grocery, King Kullen features a large catering and prepared foods department, freshly-baked breads and sweets, and healthy and organic areas, with pharmacies in many stores as well.







More Nutrition And Healthy Eating Press Releases

Count cups, not calories, on the road to health


ST. PAUL, Minn. (PRWEB) September 30, 2014

Its time to cut the crap- skip the fads, count the cups and drop the fat. The research is clear. Americans consider obesity a more serious societal issue than cigarettes and alcohol. However, a recent Gallup poll found that their desire to shed pounds significantly outweighs their efforts to do so.

So, why this disconnect? Dr. Nick Meyer, author of “The ProportionFit Diet,” says gimmicky diets that promote extreme measures are one reason people are too intimidated to try and change their lives.

These fad diets arent successful because they focus solely on deprivation, Meyer said. Gaining control of your waistline isnt about completely cutting out important food groups; its as simple as understanding the food you eat.

By boiling down the hype and concentrating on facts that matter, Meyer helps readers of all ages form a healthy approach with his new guide, The ProportionFit Diet: Count Cups, Not Calories.

Meyer brings decades of medical experience to the book, which teaches readers the effective ProportionFit lifestyle as well as important facts about nutrition, fitness and potential diet pitfalls.

The ProportionFit Diet is a simple and realistic plan that is built on understanding portion control and how it impacts weight management, Meyer said. This isnt about a special pill or extravagant meal plans- its about becoming healthier without turning your lifestyle, budget or sanity upside down.

For more information, visit http://www.proportionfit.com/

The ProportionFit Diet: Count Cups, Not Calories

By Dr. Nick Meyer

ISBN: 9781483402994

Available in paperback and e-book formats (Nook and Kindle)

Available on Amazon, Barnes & Noble, Apples iBookstore and Lulu

About the author

Dr. Nick Meyer is an orthopaedic surgeon, inventor, ex-Division I athlete and author of several studies and publications. He is a partner with St. Croix Orthopaedics and president of Precise Medical Technologies. He lives in Stillwater, Minnesota, with his wife, Karen, and his daughters Ellie, Sonia and Nina

# # #







Why is Nutrition Info So Confusing? What is healthy? What NOT to EAT for Weight Loss & Health

Why is Nutrition Info So Confusing? What is healthy? What Foods NOT to EAT for Weight Loss In this video Psychetruth’s nutrition coach, Corrina Rachel explai…

Making a healthy eating menu can seem like a lot of work, be confusing and there are all kinds of healthy eating recipes and diet plans out there to referenc…

Children confused about nutrition and health

Children confused about nutrition and health
Natural Hydration Council (NHC) and Children's Food Trust have launched a new campaign after worrying statistics from an NHC survey revealed 'significant gaps' in children's knowledge of nutrition. The study aimed to identify children's knowledge in …
Read more on FemaleFirst.co.uk

Nutrition tip of the week: Aisle by aisle on a budget
A 2013 meta-review conducted by Harvard School of Public Health reached the conclusion that eating healthier does cost more. The study showed that eating a healthy diet consisting of lots of fruits, vegetables and fish costs about $ 1.50 more per day …
Read more on Lakenewsonline.com

The Calories In and Calories Out Blog Celebrates Its First Year


Bethesda, MD (PRWEB) August 29, 2014

Many highly successful cookbooks are launched after a blog or website with a zillion followers has established a market for the product. One recent example would be the 100 Days of Real Food Cookbook. The Calories In, Calories Out Cookbook did things a little backwards. The companion website and blog, [The Calories In and Calories Out Blog were established while the book was still being written.

Keeping in line with the mission of the book, author and blogger,Catherine Jones, posts two stories a week. Her goal is to increase calorie awareness while giving readers practical and sustainable tools to make a healthy lifestyle a reality. She showcases her decades of expertise in the Cooking Tips and recipes. Some examples of the Cooking Tips include things like how to roast the perfect chicken, whip cream, and grow an herb garden. Shopping Tips guide you on how to choose a juicy watermelon or lemon and how to make the salad bar your best friend. Super foods give in depth information on blueberries, oranges, and yes, even dark chocolate. The Nutrition Tidbits, researched by co-author Elaine Trujillo, MS RDN, include 20 low-calorie hunger busters, high-calcium low-fat dairy products, and the amazing benefits of green tea. The new Diabetes Corner helps diabetics choose the best foods and resources. Guest bloggers are invited.

The recipes are a highlight. They feature scrumptious oat-flour waffles and hearty mixed-grain pancakes, pasta salad with sun-dried tomato pesto, gently cooked gazpacho, homemade salad dressings, salmon patties, chicken tenders, flank steak with honey glazed onion, and strawberry short cakes. Catherine’s directions are clear and the outcome is always amazing.

Other books by Catherine Jones are also featured: Eating for Pregnancy: An Essential Nutrition Guide and Cookbook for Today’s Mothers-to-Be and Eating for Lower Cholesterol: A Balanced Approach to Heart Health with Recipes Everyone Will Love.







More Nutrition And Healthy Eating Press Releases