Press Releases

Professional Diversity Network Announces Updates to Its Pending Merger With National Association of Professional Women

CHICAGO, Sept. 2, 2014 (GLOBE NEWSWIRE) -- Professional Diversity Network, Inc. (Nasdaq:IPDN) ("PDN") announced updates today on its pending merger with National Association of Professional Women ("NAPW").

"We continue to move forward in our process with merging NAPW with PDN," commented Jim Kirsch, CEO of Professional Diversity Network. Mr. Kirsch continued, "Our working relationship with the senior staff at NAPW has only strengthened during the process, and we are confident that the merger is on track for a timely close. The pending merger with NAPW provides for enhanced value for our recruitment clients by offering a very professional and significant talent pool of professional women to recruit from. Additionally, our events business, networking platform and ability to facilitate employment opportunities for NAPW members enhances the already significant value to being an NAPW member. Finally the acquisition will drive additional revenue and cash flow to Professional Diversity Network."

"Every day I become more enthusiastic and encouraged about our merger with PDN," said Star Jones, NAPW President and National Spokesperson. "As our membership grows and continues to become more engaged, we seek to create enhanced value for our professional women members, and merging with PDN provides an outstanding benefit of employment opportunities."

The timeline of events and general status of the merger is as follows:

  • On July 14, 2014 the Company announced the definitive merger with NAPW;
  • On July 16, 2014 the Company announced that Randi Zuckerberg will be joining the Board of Directors of the consolidated company;
  • On July 23, 2014 the Company announced that Donna Brazile will be joining the Board of Directors of the consolidated company;
  • On August 6, 2014 the Company filed its preliminary information statement with the Securities and Exchange Commission relating to a merger or acquisition;
  • The final Information Statement will be sent to stockholders with full information on the consolidated company;
  • Final confirmation of the merger will be completed and announced in the next 30 days.

About Professional Diversity Network

Professional Diversity Network (PDN) develops and operates online professional networking communities dedicated to serving diverse professionals in the United States and employers seeking to hire diverse talent. PDN's networking communities harness its relationship recruitment methodology to facilitate and empower professional networking within common affinities. PDN believes that those within a common affinity often are more aggressive in helping others within their respective group progress professionally. PDN operates these relationship recruitment affinity groups within the following sectors: Women, Hispanic Americans, African Americans, Asian Americans, Disabled, Military Professionals, Lesbians, Gay, Bisexual and Transgender (LGBT) and Student and Graduates seeking to transition from education to career. The online platform of PDN provides employers a means to identify and acquire diverse talent and assist them with their efforts to comply with the Equal Employment Opportunity Office of Federal Contract Compliance Program.

About National Association of Professional Women

NAPW is one of the largest, most-recognized networking organizations of professional women in the country. Spanning virtually every industry and profession, National Association of Professional Women (NAPW) is a powerfully vibrant networking community with over 600,000 members and nearly 300 Local Chapters. NAPW members have diverse backgrounds, beliefs, perspectives and lifestyles with one common bond – their ability to succeed. NAPW's mission is to provide an exclusive, highly advanced networking forum to successful women executives, professionals and entrepreneurs where they can aspire, connect and achieve. Through innovative resources, unique tools and progressive benefits, professional women interact, exchange ideas, advance their knowledge and empower each other.

Forward-Looking Statements

This document includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by words such as "may," "will," "expect," "intend," "anticipate," "believe," "estimate," "plan," "project," "could," "should," "would," "continue," "seek," "target," "guidance," "outlook," "forecast" and other similar words. These forward-looking statements are based on the current objectives, beliefs, and expectations of PDN and NAPW, and they are subject to significant risks and uncertainties that may cause actual results and timing of certain events to differ materially from the information in the forward-looking statements. The following factors, among others, could cause actual results to differ from such statements: the occurrence of any event, change, or other circumstances that could give rise to the termination of the Merger Agreement; the risk that a closing condition to the proposed Merger may not be satisfied; synergies and other benefits from the proposed merger may not be realized within the expected time frames; costs or difficulties related to integration matters might be greater than expected; unanticipated changes and competition in the online recruitment market; and other economic, business, competitive, and regulatory factors affecting the businesses of the PDN and NAPW generally, including those set forth in the filings of PDN with the SEC, especially in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of its annual reports on Form 10-K and quarterly reports on Form 10-Q, current reports on Form 8-K, and other SEC filings. Any forward-looking statements speak only as of the date hereof or as of the dates indicated in the statements. Neither PDN or NAPW assumes any obligation to publicly update or supplement any forward-looking statement to reflect actual results, changes in assumptions or changes in other factors affecting these forward-looking statements except as required by law. The parties currently anticipate that the closing of the merger will occur in the third quarter of 2014, however, PDN cannot predict the actual date on which the merger will be completed, if at all, because completion is subject to conditions beyond PDN's control.

         David Mecklenburger, CFO

         Capital Markets Advisor
         Merriman Capital, Inc.
         Douglas Rogers, Managing Director
         Head of Capital Markets Advisory Group

         Chris Wesser
         General Counsel
         (516) 659-8560
Source: Professional Diversity Network, Inc.