Millionaire.com Rescinds Merger Agreement With The
Great Gatsby Auction House
Move Allows Company to Regain Control of Board And Re-Implement Business Plan
HILTON HEAD, S.C., Nov. 4 /PRNewswire/ -- Millionaire.com (OTC Bulletin Board: MLRE - news) today announced that
steps have been taken to rescind a prior merger agreement with Atlanta-based auction company, The Great Gatsby. Initially signed on February 12, 1999, two months after Millionaire.com began trading publicly, this merger relied on certain warranties made by Gatsby stockholders. Those warranties were not honored, and Millionaire.com today announced that formal steps were taken to terminate the agreement and regain control of the board.
Guarantees made by the Gatsby stockholders as to the financial condition of their company could not be verified. Other warranties of extreme importance had not been disclosed. With these discoveries, a rescission of the agreement was demanded and has now been completed. Among other things, the rescission agreement required the return of the 4.3 million shares Millionaire.com paid for The Great Gatsby and the removal of those persons Gatsby had appointed to Millionaire.com's board.
A new board has been elected. The new board consists of Ken Costanzo, former vice president of W. R. Grace; Dean Echols,
president of Manheim Government Auction Services (the largest volume auction company in the world); David Strong, senior vice president of marketing for Millionaire.com; Rick Seibert, Millionaire.com's chief financial officer; Frank Osborne, vice president and general manager of Millionaire.com's global auction division; and Robert L. White, Millionaire.com's founder and the new board's chairman.
``Without control of the board, Millionaire.com was not able to follow through with the implementation of its original business plan as it would have liked,' said Costanzo, board member. ``Our plan to mass market 'the very best the world has to offer' can now be accomplished. By leveraging Millionaire.com's tremendously popular Millionaire magazine, our e-commerce site and our 'person-to-person' auctions -- as well as by pursuing the acquisition of highly-respected auction companies throughout the United States -- we can direct the company's future, grow the company's value and aggressively pursue our original business plan.'
``I believe it was in the best interest of Millionaire.com to cancel the 4.3 million shares of stock that Millionaire.com had paid forGatsby and rescind the merger agreement,' said Seibert, chief financial officer of Millionaire.com. ``We are fortunate that we could amicably rescind the transaction; the effect for the company should be very positive. Millionaire.com's outstanding shares
have been reduced substantially from 12,865,095 shares to 8,565,095. The return of the shares gives us the opportunity to finalizealliances that Millionaire.com has worked toward for some time. If these alliances are completed, Millionaire.com should realize far greater revenue streams than had the merger with The Great Gatsby been finalized.'
Certain statements in this news release contain forward-looking information within the meaning of the Private Securities LitigationAct of 1995. Such forward-looking statements involve certain risks, assumptions and uncertainties, including the inability to
generate and secure the necessary product sale, or the lack of acceptance of the company's products by its customers. In each case actual results may differ materially from such forward-looking statements. The company does not undertake to publiclyupdate or revise its forward-looking statements even if experience or future changes make it clear that any projected results(expressed or modified) will not be realized.
Thursday November 4, 8:05 am Eastern Time
Company Press Release
SOURCE: Millionaire.com |
