CALGARY, May 17 /CNW/ - Nevada Bob's Golf Inc. and Birdie Holdings Limited, a London based media, advertising and internet company, and the Company's largest shareholder have entered into agreements which provide for the following:
- The infusion of cash in the amount of US$5,000,000 into Nevada Bob's Golf by Birdie Holdings in exchange for debentures convertible into Nevada Bob's Golf common stock, - The infusion of cash in the amount of US$5,000,000 into Nevada Bob's Golf by the Company's largest shareholder in exchange for debentures convertible into Nevada Bob's Golf common stock. - The conversion by Nevada Bob's Golf's largest shareholder of debt in the amount US$16,630,000 through the issuance of additional shares of Nevada Bob's Golf common stock and other consideration, and - The acquisition by Nevada Bob's Golf of Birdie Holdings through the issuance of Nevada Bob's Golf common shares in exchange for all of the common shares of Birdie Holdings.
The assets of Birdie Holdings consist primarily of cash and advertising airtime. The combined entity will make substantial expenditures over the next four years promoting the Nevada Bob's brand worldwide. Under terms of the Birdie acquisition agreement, the current shareholders of Birdie Holdings will have a significant ownership interest in the combined entity. The closing of each of the transactions is subject to certain conditions precedent including the receipt of a fairness opinion and shareholder, Toronto Stock Exchange, and regulatory approvals. Upon completion of the transactions, Nevada Bob's Golf will concentrate its efforts on the sales of new franchises in North America, Asia and throughout the world. The conversion of the majority of the existing corporately owned and operated stores in North America to franchises will also be a priority. This conversion of the Company's existing stores is anticipated to take approximately 18-30 months. The result will see Nevada Bob's Golf operating in key strategic locations throughout North America and providing complete support programming for the franchise system. ``With this merger we can turn our full attention to aggressively penetrating the growing golf market in North America,'' said Martin Bunting, Chief Operating Officer of Nevada Bob's Golf Inc. ``We have already laid the foundation towards building a stronger reputation for our operations. We have attracted the people to the company with the expertise required to ensure our corporate and franchise operations are successful.'' Nevada Bob's Golf's corporate offices are located in Calgary, Alberta, Canada. The Company's stock trades under the symbol ``NBC'' on the The Toronto Stock Exchange. This news release may include comments that do not refer strictly to historical results or actions and may be deemed to be forward-looking statements. Forward-looking statements involve risks and uncertainties including, but not limited to, the weather and performance of the economies in the markets in which the company operates, continued acceptance of the company's products, competitive factors, the company's ability to identify and interpret retail trends, volatility of prices, market compensation and risk inherent in the company's international operations. The Toronto Stock Exchange has neither approved nor disapproved of this release. -0- 05/17/2000
For further information: Lyle P. Edwards, President and Chief Executive Officer, Tel 403-294-0600, Fax 403-269-1715, Email ledwards@nevadabobs.ca or Larry E. Clausen, Communication Incorporated/Shandwick International, Tel 403-266-2000, Tel 877-332-6092, Fax 403-266-2295; Email leclausen@shandwick.ca; Martin Bunting, Chief Operating Officer, Tel 403-217-2342, Fax 403-686-1558, Email mbunting@nevadabobs.ca |