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Gold/Mining/Energy : Games Trader -- Ignore unavailable to you. Want to Upgrade?

To: Professor Dotcomm who wrote (1129)	9/2/1999 4:39:00 PM
From: LaFayette555	Read Replies (1) \| Respond to of 1239

Thursday Sep 2 1999 Mr. Peter Kozicz reports GTR Group (formerly Games Trader Inc.) has entered into an agreement to raise $21,037,500 through a private placement of 4,675,000 special warrants at $4.50. Each special warrant will entitle the holder to acquire, for no additional cost, one common share and one-half of a share-purchase warrant exercisable for two years. Each whole warrant shall entitle the holder to acquire one share at an exercise price of $5.00 per share. The financing is being led by Yorkton Securities Inc., and includes Taurus Capital Markets Ltd., and Acumen Capital Finance Partners Limited. The offering is expected to close on Sept. 10, 1999, and is subject to regulatory approval. Proceeds will primarily be used to finance the acquisition of Mad Catz Inc., the second largest, third-party video game accessories company in the United States, with calendar 1998 revenue of more than $60-million (U.S.). Peter Kozicz, president and chief executive officer of GTR, said, "This private placement will allow us to complete the acquisition of Mad Catz and will give ample financial resources to finance the growth of our newly merged businesses." The company will use its best efforts to obtain a receipt for a prospectus qualifying the distribution of the underlying common shares and warrants within 120 days following the closing date. If a receipt for the prospectus is not obtained within this 120-day period, special warrant holders will be entitled to receive 1.1 shares and 0.55 share-purchase warrants upon the exercise of each special warrant. Mr. Louis Nagy reports GTR Group (formerly Games Trader Inc.) has entered into an agreement to acquire all of the issued and outstanding shares of Mad Catz Inc. for $30-million (U.S.), of which $5-million (U.S.) is subject to an earn-out based on the calendar 1999 financial performance of Mad Catz. The purchase price will be satisfied using a combination of cash and GTR shares to be issued over a period of several years following the closing date. Closing of this transaction is anticipated to occur on Sept. 10, 1999. Mad Catz is the second largest, third-party video game accessories company in the United States, with calendar 1998 revenue of more than $60-million (U.S.). According to Peter Kozicz, chief executive officer of GTR: "The acquisition of Mad Catz represents a very important milestone for GTR and significantly advances the company's stated goal of becoming a diversified interactive entertainment company. Mad Catz adds substantial scale to our operations and we expect this acquisition to be accretive to earnings in the current fiscal year." Mr. Kozicz added: "This acquisition also provides GTR with a number of important benefits, including the ability to exploit significant channel synergies and the expansion of GTR's distribution capability into Europe and the U.K. We also expect to realize cost savings from the combination of our sales and distribution systems." Jim Nakamura, president of Mad Catz stated: "Mad Catz is extremely excited about the prospects of partnering with GTR. We could not have found a more compatible organization to join forces with, as our business philosophies and culture are very similar. The acquisition by GTR provides Mad Catz with the vital growth capital necessary to continue its explosive worldwide growth." WARNING: The company relies on litigation protection for "forward-looking" statements.