News release re: Skytex
Salut,
Leigh McBain
SAN ANTONIO--(BUSINESS WIRE)--Oct. 8, 1998--SkyTex's (OTC
BB:SKTX) management is pleased to announce that a merger agreement has been signed between the company and The Majestic Companies LTD., a Delaware corporation based in San Diego, Calif. This merger agreement is subject to the approval of both Majestic and SkyTex's shareholders.
The Majestic Companies LTD., with its three wholly owned subsidiaries, will merge into SkyTex International Inc. whereby the Majestic shareholders will receive one (1) share of SkyTex stock for every 2.38 shares of Majestic stock.
This merger share exchange agreement also provides for four individuals being appointed to the SkyTex Board of Directors. Francis A. Zubrowski, the current president and chief executive officer of The Majestic Companies Ltd., will assume the office of President of SkyTex International.
In addition to this merger, the company has allocated the necessary funds to close the purchase of Oscar and Brett Taylor's personal interest in Taylor Rigs LLC. The new Board of Directors will be meeting with the Taylor's on Monday, Oct. 12, in Tulsa, Okla., to finalize the contract to purchase the Taylor's personal interest in Taylor Rigs LLC. As per the contract, Oscar Taylor will also joint the Board of Directors of SkyTex International Inc.
Taylor Rigs LLC., located in Tulsa, Okla., has been manufacturing service and drilling rigs since its inception in 1978, and currently manufactures custom rigs for its international clientele from its 25,000 square foot manufacturing facility. Additionally, Taylor Rigs manufactures its custom line of Commercial Carriers for heavy industry. Taylor Rigs is known in the industry as one of the top five Drilling Rig Manufacturers in the Oil and Gas Industry.
The Majestic Companies LTD. and Taylor Rigs LLC. business philosophy parallels the current SkyTex business philosophy of acquiring diversified manufacturing subsidiaries with good management teams in place that are profitable with little or no debt. Majestic's three subsidiaries are Majestic Modular Buildings LTD., Majestic Financial LTD. and Majestic Transportation Products LTD.
The Majestic Transportation Products division manufactures and holds the exclusive United States, Canada, Europe and Australia manufacturing and marketing rights to the SAFE-T-BAR, a safety restraint system used in transporting passengers in school buses. The Majestic Modular division manufactures modular school classroom buildings and other commercial modular buildings from its 70,000 square foot facility in California. The third division, Majestic Financial LTD. arranges leases for these two subsidiaries' clientele. There are discussions to provide Taylor Rigs LLC. with the ability to lease its drilling and service rigs to its clientele.
SkyTex's management conducted its own review of the financial projections of Skytop Brewster Company which forecasted a loss for the first nine months of 1998 resulting in SkyTex being unable to assist Skytop Brewster in the payment or restructuring of their current debt of $1.5 million. Adhering to our business philosophy of profitability
coupled with no debt, and the then negotiations with the Majestic group underway, SkyTex decided, with the written consent of SkyTex and Skytop Brewster, to terminate the agreement between SkyTex and Skytop Brewster. This termination agreement provided for the returning of all shares and options from the shareholders of Skytop Brewster to the treasury of SkyTex. Additionally, C. L. Long, Jr. and Jeff Williams resigned from the Board of Directors of SkyTex.
The Company will stay the course with its business philosophy and will inform its shareholders and the public of the final resolution of its negotiations with Taylor Rigs LLC. The Company is pleased to have The Majestic Companies and the expertise of their Management Team to complement the Company's ability to seek out other quality manufacturing companies for acquisitions. The Company is in the process of seeking a final approval for a Standard & Poors Listing.
Additional detailed information about the new Officers and Directors and the Company's new subsidiaries will be forthcoming.
|
