News today on Communicorp (CUC-T) re: financing and buyout :
NEWS RELEASE TRANSMITTED BY CCN NEWSWIRE - A SERVICE OF ITG
FOR: COMMUNICORP CORPORATION
TSE SYMBOL: CUC
MARCH 7, 2001 - 17:17 EST
Communicorp Announces $1 Million Financing And US Investor Acquires 44% Of Company Shares From Principal Shareholders
TORONTO, ONTARIO--Communicorp Corporation (CUC:TSE) today announced that, subject to regulatory approval, it will complete a $CDN 1 million secured convertible subordinated debenture financing through New York-based investment group, TradeCo Global Securities, Inc. (TradeCo). The debentures mature in three years and are convertible at the holders' option into the Corporation's common shares on the basis of 2,501 common shares for each $US 1,000 principal amount of debenture (being a conversion price of approximately $ 0.62 per share).
As part of the financing, Communicorp will issue to the investors approximately 657,000 warrants to purchase common shares of the Corporation for a period of five years at a price of $0.72 per share.
Net proceeds from this financing will be used to fund marketing activities, repay certain indebtedness, purchase equipment and for general corporate purposes.
In addition to this financing, Messrs. Eugene Karadjian and Donald Gill, have agreed, subject to banker and regulatory approval, to sell to one of the investors to the debentures 4,017,824 common shares currently owned by them, representing approximately 44% of the Company's common shares currently outstanding. After the sale, Mr. Karadjian will continue to hold 1 million of the Company's common shares.
TradeCo Global Securities, Inc., is an affiliate of the Geometry Group. The Geometry Group is a New York based investment management holding company with approximately US$ 2 billion of assets under management.
After the closing of these transactions, the new investor group and TradeCo Global Securities, Inc., will be offered two board seats.
Mr. Eugene Karadjian, Chairman of the Board, will remain as part of the senior management. He said "We are entering a challenging business environment where it is important to have strong financial partners, and we are encouraged that these investors see the tremendous opportunity with respect to our Company. They will help Communicorp speed up its expansion plan particularly into the US market where it has only scratched the surface to date."
Mr. Harvey Wortsman, presently President and Chief Operating Officer, will become the new Chief Executive Officer of the Company. Mr. Wortsman notes, "the US based investors will provide not only a strong financial commitment but will aid in marketing and business acumen required to broaden our North American base; and with Mr. Karadjian maintaining a significant stake in the Company, while remaining to help in the Company's growth, is very positive for the Company. The Company's shareholders should be excited about Communicorp's prospects for our future."
The Communicorp group of companies are in the graphic communications business and offer a wide array of services, including digital imaging, graphic pre-media facilities, new media capabilities including web design, marketing and promotional and printing capabilities. Technologically advanced, the group is strategically focused on Digital Asset Management to provide large and small corporate clients with one-stop shopping for all their communications needs.
Forward-looking statements are subject to change based on various important factors including, among others, competitive actions in the marketplace.
The Company's shares trade on the Toronto Stock Exchange under the symbol CUC. There are currently 9,145,424 common shares outstanding. |