*** WTHL NEWS ***
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Whitehall Enterprises Announces Termination of Planned C & M Oil Acquisition
MIAMI--(BUSINESS WIRE)--May 11, 2000--Whitehall Enterprises, Inc. (OTCBB:WTHL - news) announced today that acquisition negotiations with C & M Oil Company, Inc. (CMO) have been terminated.
``Whitehall previously signed a letter of intent and a subsequent purchase/sale agreement to obtain CMO,'' said Whitehall President and Chief Executive Officer Luis Alvarez. ``Due to the delay in the sale of MBM Manufacturing and the recent market volatility, we have determined it would be inequitable to proceed with this particular acquisition at this time.''
According to Mr. Alvarez, Whitehall planned to utilize funds directly from its sale of MBM Manufacturing to purchase CMO. Since MBM has not yet been sold and recent market conditions have caused Whitehall's stock price to decline, the Company would have been obligated to issue a considerable number of shares to secure the funds necessary to acquire CMO within the agreement's designated time frame. This would have been in direct conflict with the purchase/sale agreement guidelines between the Company and its other subsidiaries, which valued the common stock at $1.00 per share upon closing.
``Closing the CMO acquisition now would dilute Whitehall's stock and jeopardize shareholder equity,'' stated Alvarez. ``Protecting our shareholders' equity position was my primary concern during the bankruptcy stage of our restructuring. Unfortunately, acquiring CMO at this time would have created unfavorable conditions that we have worked so diligently to prevent,'' he added. ``The deadline for this particular acquisition is upon us, so it is in the best interest of all parties that we release CMO from our intended agreement at this time. We appreciate CMO's patience during our lengthy negotiations. We can revisit the opportunity when the necessary resources become available and, if not, the resources can be utilized for alternate acquisitions,'' Alvarez resolved.
Whitehall was required by its auditors to include information in its 1999 Annual Report detailing the Company's signing of a letter of intent to purchase 100% of the common stock of CMO and all related assets. ``Reference to this proposed acquisition unfortunately raised a lot of expectations,'' Alvarez added. ``Although we are nearing completion on several suitable acquisitions, we will avoid signing letters of intent with any future acquisition candidate before or during negotiations,'' Alvarez concluded.
Whitehall Enterprises, Inc. (OTCBB:WTHL - news) is a growth oriented holding company targeting business acquisitions, which will contribute a diversified asset base for the company. Whitehall Enterprises' current business activities include manufacturing of plastic containers for pharmaceutical and healthcare companies, marketing hair growth promotion and hair loss prevention technologies, and e-commerce mortgage banking.
The Private Securities Litigation Reform Act of 1995 provides a ``safe harbor'' for forward-looking statements. Certain information included in this new release (as well as information included in oral statements or other written statements made or to be made by Whitehall Enterprises, Inc.) contains statements that are forward-looking, such as statements related to consummation of the transaction, anticipated future revenues of the companies and success of current product offerings. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future and accordingly, such results may differ materially from those expressed in any forward-looking statements made by or on behalf of Whitehall Enterprises. For a description of additional risks and uncertainties, please refer to Whitehall Enterprises, Inc.'s filings with the Securities and Exchange Commission, including Forms 10K and 10-Q. |
