NR, opinions?
VANCOUVER, March 28 /CNW/ - In its January 7 and 8, 1999 news releases,
Global Election Systems Inc. (''Global'') announced it had entered into a
Letter of Intent with Brelsh Holdings, Inc. under which the two Companies
proposed a merger. Under the merger it was proposed that Global shareholders
would receive a $2.71 (US) per share cash payment (on a fully-diluted basis)
and, subject to certain conditions, a right to acquire .05 of a Brelsh share
for each Global common share held.
As a result of several factors, the boards of both companies were unable
to proceed to a definitive agreement as anticipated in the Letter of Intent.
After having considered other business combination mechanisms, the directors
of both companies have concluded the best way to combine the businesses would
involve Global acquiring-Brelsh's operating subsidiaries by issuing Global
treasury shares. The boards of both companies are working towards finalizing a
new Letter of Intent incorporating the intended terms of this acquisition,
which would, amongst other things, be subject to the entering of a formal
agreement. Global has begun the process of retaining an independent valuator
to prepare a formal valuation of Brelsh. The latter would be used to assist
in determining the actual number of Global common shares which would be
issued under the acquisition. The acquisition will, amongst other things, be
subject to the completion of due diligence and the approval of both Global
and Brelsh shareholders. The board of directors of Global anticipate
finalizing the terms of the new Letter of Intent shortly, at which time a
further news release will be issued.
Brelsh, a private corporation based in Kalamazoo, Michigan, was formed in
early 1998 with an objective of becoming a full service supplier of election
systems, products and services to state and local governments across the
United States. In February 1998, Brelsh acquired Doubleday Bros. & Co., a
100-year old Michigan based printer of election materials and ballots,
governmental forms and educational materials and a distributor of Global's
AccuVote electronic ballot tabulation equipment. In July 1998, Brelsh
acquired Vista Business Forms, Inc., a printer of business forms and
commercial products sold through a network of over 500 distributors. During
the financial year ended December 31, 1998, Brelsh had gross revenues
(unaudited) of approximately $16 million (US). As of February 1999, Brelsh
had 120 employees.
The combination of Global with Doubleday's existing printing and election
businesses will create a full service supplier of election systems capable of
managing an election from planning and ballot production to vote tabulation
and verification on a turn-key basis. By offering a full range of services and
products, Global and Brelsh would be positioned to capture significant
additional revenues for products and election management services currently
provided by third parties. |
