INTERNET--(esecurities.W)--April 28, 1999 - NewKidCo Does Not Deem SoftQuad Software Trx Material; $533,179 Insider Non-Recourse Loans still outstanding.
> From: Steve Schneider > To: Channel W(tm) Broadcasting Network(tm) > Cc: richard@alphasoftware.com > Subject: Re: NewKidCo Int'l % stock ownership position in SoftQuadSoftware in re: Pinetree Investment > Date: Wednesday, April 28, 1999 11:39 AM > > > We have not publicly disclosed the details of the transaction, or sent out > a press release related to the transaction, because they were not deemed to be > >material to the business of NewKidCo. > > > > As consideration for the reduction in our position, Softquad Software, > Inc. forgave certain obligations that we had incurred in our capacity as > their interim distributor. In addition, we still have the rights to acquire > half of our previous position by exercising certain warrants. > > These terms here deemed to be beneficial to both parties concerned with > this transaction. > > Steve At 02:12 PM 4/27/99 -0700, you wrote: > >TIME IS OF THE ESSENCE! > > > >Steve Schneider, CFO (OTC:NKCIF) cc: Richard Rabins, CEO (OTC:NKCIF) > > > >In Re: My Urgent phone message to you at appx. 2:07pm pdt 04/27/99; Re: > >PineTree (35%) investment in SoftQuad Software (see below) > > > >Gentlemen, please advise post haste how said "PineTree" Investment affected > >"NKCIF"s previous nineteen (19%) ownership position in SoftQuad Software. > > > >Ref/ > > > >INTERNET--(esecurities.W)--April 27, 1999 - "Pinetree Acquires ~35% of > >SoftQuad." > > > >Pinetree Acquires Approximately 35% of SoftQuad, an Internet Enabling > >Technology Company > > > >Toronto, Friday, April 16, 1999 - Pinetree Capital Corp. ("Pinetree") is > >pleased to announce that, in conjunction with its merchant banking > >affiliate, KBL Capital Partners, and other investors, it has led the > >funding of a first round of private equity for SoftQuad Software Inc., with > >Pinetree taking a 35% equity interest in SoftQuad..."
It is esecurities' position that said SoftQuad Software transaction is material from a corporate growth/shareholder value maximization strategy perspective, in general, and specifically, viz a viz the original MBO, ALLR IPO/$700+M Market Cap, Pending Net Objects IPO, and contemporaneous PineTree-led funding of [NewKidCo's minority interest] investment in SoftQuad Software ref/
SoftQuad Software Inc. formed by Management Buyout of SoftQuad, Inc., Affirms Commitment to HTML and XML Market Leadership
TORONTO, Canada, (November 16, 1998) – SoftQuad Software Inc. today announced the formation of the company through a management buyout of the assets of SoftQuad, Inc., a subsidiary of SoftQuad International (TSE:SKI). Senior executives at the former SoftQuad, Inc., backed by private investors, purchased the assets for CND $1.39M, including SoftQuad, U.K., the company's European distribution subsidiary. As part of the transaction the company has issued 19 percent of its shares to SoftQuad International..." SOURCE: SoftQuad Software sq.com
PineTree Private Placement/Board Reorg Message 9180058
ALLR Message 9187084
NETO Message 9199645
(.) ...additionally, Richard Rabins has confirmed said "NewKidCo" $US533,179 insider non-recourse loans* are still outstanding...accordingly, it appears the shareholders may have considerable? [additional] cause for concern?...to say the least?
SOURCE: SECURITIES AND EXCHANGE COMMISSION FORM 20-F For the fiscal year ended December 31, 1997; pp. 40-41.; SOFTQUAD INTERNATIONAL INC. INFORMATION CIRCULAR AS AT DECEMBER 18, 1998 SOLICITATION OF PROXIES, PP. A-5, A-6. |