Please note it's not 8,000,000. It's ..NOT LESS THAN 8,000,000 shares ..which is immense.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
AGREEMENT AND PLAN OF REORGANIZATION. On December 5, 2000, TSIG Newco Inc., a recently formed wholly-owned subsidiary of the Registrant, merged with and into The Affinity Group, Inc. ("Affinity"), resulting in the Registrant owning 100% of Affinity. The Registrant issued an aggregate of 35,000,000 shares of its restricted common stock ("Exchange Shares") pursuant to the November 29, 2000 Agreement and Plan of Reorganization (the "Reorganization" or the "Reorganization Agreement") by and among the Registrant, TSIG Newco, Affinity and the nine shareholders of Affinity. The Registrant (TIGI) has agreed to file a registration statement to register no less than 8,000,000 of the Exchange Shares FOR RESALE by the former Affinity shareholders WITHIN 90 DAYS of completion of financial statements of Affinity meeting the requirements of Regulation S-X of the Securities Act and the Securities Exchange Act. |
