Wednesday September 9, 9:45 am Eastern Time
Company Press Release
Securities Exchange Commission Clears the
Way for Newriders to Merge With Paisano
Publications and El Paso Bar-B-Que
Shareholders to Vote On Sept. 22
Approval Expected
NEWPORT BEACH, Calif.--(BUSINESS WIRE)--Sept. 9, 1998--Newriders Inc. (OTC BB:NWRD - news)
Wednesday announced that it has received Securities Exchange Commission approval of its S-4 Registration
Statement, as amended and submitted on Aug. 28, 1998, clearing the way for the company to proceed with its
intended mergers with Paisano Publications Inc., and its affiliated companies, as well as the 4-unit El Paso
Bar-B-Que restaurant chain.
Newriders said that it has scheduled a shareholders meeting for Sept. 22 to vote on the transaction. Over the
next two days, the company intends to distribute notices of the meeting and all appropriate Proxy information to
all shareholders.
According to documents filed with the Securities Exchange Commission, the combined companies had
revenues of just over $44 million for the year ended Dec. 31, 1997, and revenues of $22.1 million for the first six
months of 1998. Total assets, on a pro- forma basis, were over $82 million, with stockholders' equity of
approximately $30.7 million, or $1.68 per share, as of June 30, 1998.
Newriders Chief Executive Officer Bill Prather said: ''We have worked very hard on these transactions, and are
very pleased to have cleared this important hurdle. All that's needed now is the approval of our shareholders and
we'll be well on our way to building a very exciting company with significant growth potential.''
From Franchisee to Franchisor
The mergers with Paisano Publications and El Paso Bar-B-Que, as expected, will bring to Newriders a number
of significant assets. Paisano, a $34 million diversified publishing, retailing and events management company,
presently holds the exclusive rights to the Easyriders brand name.
Under the transaction, these rights would pass to the new Easyriders entity, effectively transforming Newriders
from a royalty paying franchisee, with limited rights to use the Easyriders concept, to a royalty and revenue
generating franchisor with the ability to powerfully leverage a wide range of Easyriders brand extensions.
With the acquisition of the 4-unit El Paso Bar-B-Que chain, Newriders gains a very popular and successful
barbecue concept that it intends to expand as a stand-alone restaurant concept. The company also plans to
incorporate barbecue as part of its own menu for its planned Easyriders Roadhouse Bar-B-Que restaurants, a
motorcycle-theme restaurant and retailing concept which Newriders wants to expand nationally.
''Needless to say, this is a very important milestone for our company,'' said John Martin, chairman of Newriders.
''It creates significant new opportunities for us to grow the Easyriders concept into a nationally recognized
brand along a host of business fronts.
''Our target is clearly identified as individuals who participate actively or passively in motorcycle ownership, or
who simply appreciate the history of motorcycling in America, and the beauty of the engineering of today's and
yesterday's motorcycles. Research shows that this is a growing and affluent, lifestyle-oriented market.
''Paisano Publications is presently the dominant communications mechanism to this market through Easyriders
Magazine and other publications. But the real power of the new company is that we have a variety of delivery
systems to reach this growing market including franchising, retail apparel and accessories, weekend
motorcycling events, such as charity rides, rodeos and bike shows, a very active Internet Web site, and, of
course, a planned chain of Easyriders Roadhouse Bar-B-Que restaurants, along with many other channels of
communications and marketing.
''With this array of delivery systems, we can be very nimble in choosing our investment priorities, and we are not
dependent upon any one business segment for our financial health,'' Martin added.
This document contains forward-looking statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These statements involve known and unknown risks and uncertainties that may cause
Newriders Inc. actual results or outcomes to be materially different from those anticipated and discussed herein.
Statements made in this news release that relate to future plans, financial results or projections, events or
performance are forward-looking statements within the meaning of Section 27A of the Securities Exchange Act
of 1934, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and fall under the
safe harbor. The company's actual results and financial position could differ materially from those anticipated in
the forward-looking statements as a result of a number of factors, including, but not limited to, successful
execution of the company's expansion plans, impact of competition, the availability of additional financing and
other risks.
Contact:
Newriders Inc., Newport Beach
Bill Nordstrom, 949/718-4630 |
