Cala Corporation
(OTCBB: CCAA)
100 N. Broadway, Suite 1890 Oklahoma City, Oklahoma 73102,
(405) 235-4960
The following is a best effort non-compensated report on the facts of the company
and there are no assurances the information is without flaws. Remember to
always do your own DD.
Stock Structure:
1.Shares Outstanding: 35,652,404 / Float: 9,768,417
2.17,778,172 Cala Family 8,105,815 restricted
3.ADP 5, 78,161 street name 5-21-2000 & 575 holders of record
4.6-29-2000 Stock reduction announcement consisted of 7.382M voluntary return, 2.301M
canceled & 8,750 stock buyback
The Board of Directors has approved a corporate buyback of up to 1 million shares of stock. The
stock purchased by the company will come out of the open market and will be placed in the corporate
treasury, thereby reducing the publicly traded float by such an amount of shares. This is anticipated
to begin upon arriving back from Italy, which should be in approximately 4 weeks. Presently, only
8,750 have been purchased.
Overseas trading basically requires a bank for a stock to come up and trade. Credit Suisse Bank
de.credit-suisse.ch has agreed to sponsor getting CCAA up and
trading in Italy and throughout Europe with the first effort in Frankfurt, Germany. In the meantime
investors wishing to purchase CCAA in Europe can now do so directly through Credit Suisse of Italy.
One interesting note here is the European Markets are merging so this could be a while yet. One
more powerful note is CCAA is the only penny stock that Credit Suisse Bank has under their wing.
Here in the states csfb.com
Company Website: calacorporation.com
Event Media: Rating 4 (1 Best & 90 Worse. (90 days / 21 releases = 4.28))
1.June 29, 2000 Court Accepts Cala Corp.'s Offer to Purchase Italian Office Complex;
2.June 29, 2000 Cala Corp. Announces Return of Shares to Treasury;
3.June 26, 2000 Cala Corp. Accelerates B-Tec Agreement ;
4.June 23, 2000 Cala Corp. Announces the Arrival of Panioteca Modaferri;
5.June 19, 2000 Cala Corp. Approved for Standard & Poor's Listing;
6.June 14, 2000 Cala Corp. Describes Strategy for Recent Transactions;
7.June 8, 2000 Cala Corp. Announces Corporate Buy-Back of Stock
8.June 7, 2000 Projections for Cala Corp. and B-Tec Alliance Are Completed
9.June 6, 2000 Cala Corp. Acquires an Interest in an Italian Mill & Bakery Franchise System
10.June 5, 2000 Correction -- Cala Corp. & Cala Corp. Acquires an Interest in B-Tec of Italy
11.June 1, 2000 Cala Corp. Signs $247 Million Agreement to Develop Water Distribution System
12.May 31, 2000 Cala Corp. Signs $150 Million Hotel Development Contract
13.May 25, 2000 Cala Corp. Tenders Offer to Purchase Italian Office Complex
14.May 22, 2000 Cala Corp. Continuing Efforts to Purchase Costanzo Industries
15.May 17, 2000 Cala Corp. Obtains Preliminary Approval to Purchase Costanzo Industries
16.May 12, 2000 Cala Corp. Retains KPMG to Form Cala Institute
17.Apr 28, 2000 Cala Corp. Secures Trading Relationship With Credit Suisse
18.Apr 27, 2000 Cala Corp. Targets Listing on European Exchange - PR Newswire - 11:34 am
19.Apr 20, 2000 Cala Corp. Tenders Offer to Purchase Historic Skirvin Hotel
20.Apr 12, 2000 Cala Corp. Announces Economics Research Associates for the Undersea
Resort & Casino project
21.Apr 10, 2000 Cala Corp. Announces Selection of Naval Architect for the Undersea Resort and
Hotel Project
Present Revenue Streams: $5,760,000.00 annual
1.Nichols Hills 6430 Avondale Drive Oklahoma City, OK 73116 (3,650 sq. ft. - 3 year lease with
approximately $60,000.00 a month revenues (12 * $60K = $720,000.00 annual)
2.San Giuseppe Molino, an Italian mill and bakery franchise as of June 15, 2000 $420,000.00 a
month revenues (420K 8 12 = $5,040,000.00 annual)
Legal Proceedings:
1.Oklahoma Tax Commission the payment plan has been paid in full.
2.Bowne and Co., Dallas, Texas was settled for 10,000 shares of common ($6,500.00 /
10,000=.65 per share as the aggregiate cost basis)
3.Country Club Associates, which is in the finalization of settlement for 15,000 shares of
common ($13,000.00 / 15000=.87 per share as the aggregiate cost basis)
About the Company:
J. Joseph Cala, age 39, is the "Goodwill" of Cala Corporation who owned the U.S. expansion retail
stores rights to the Fila Sporting Goods, of which, he built 33 stores over 7 years and sold them to
Fiat once Fiat acquired Fila. According to the filings, he began his career in the late sixties in the
hospitality industry, rising to top management in the most prestigious resorts and hotels around the
world. Also, Mr. Cala was President and Chairman of Cala Group doing business as: Fila Sportwear,
USA; Mondi Fashion, USA, L'Italiano Restaurants, Cala Hotels, Inc., L'Italiano Weddings in Hawaii
and Japan, Cala Investment, Inc., Hydrogen Future Inc; Undersea Resorts for over two decades;
Cala Institute (a non-profit organization) established to assist disadvantaged youth. One note is the
Cala family has been a major recognized force, icon so to speak, in Italy, which accounts for how
Joseph has no problem with negotiating the mega $$$ deals overseas. Lets face it, it is not what you
know but who you know that opens doors and creates opportunities.
Simply, he is an international developer and operator of hospitality businesses that was looking to
make his mark by taking Cala Corporation’s corporate destiny into a public company. In October,
1999, he finally found the corporate vessel to bring Cala Corporation public. Thus, the acquisition of
Creative Restaurant Concepts Inc., Oklahoma that was struggling and almost bankrupt due to
massive debts. Seeing a vital business opportunity Mr. Cala rolled up his sleeves and went to work.
After only six months, Mr. Cala’s efforts resulted in transforming the business operations to a
profitable and debt-free corporation. He did this the old fashion way by securing the rights to
purchase 90 % of the common stock of 10 of the largest shareholders of Creative Restaurant
Concepts, Inc. in return he agreed to pay 50 % of their payable notes. He bought 100% of the debt for
50% of the money and then once he had acquired the notes, he retired the notes in exchange for
shares of 3 year-restricted common stock.
Once completed this new debt-free public company immediately began making progress with a
handful of projects to increase shareholder value and establish the infrastructure of its overall
business plan and vision. The following is what has transpired to date:
1.Develop the worlds first Undersea Hotel/Casino.
2.Develop Extended Care Facilities in conjunction with golf courses,
3.Develop a chain of Italian style restaurant/coffee shops named Caffe L' Italiano.
4.Develop the franchise in San Giuseppe Molino Mill and Bakery Based in Silicy. (Audit in
process through KPMG) (CCAA has 51% control)
5.Actively seeking hospitality related businesses for acquisitions.
Within a short period of time Mr. Cala has transformed Cala Corp. has into an international holding
merger, acquisition, and asset management company based in Silicon Valley with headquarters in
Oklahoma City plus overseas offices in Honolulu, San Cataldo (Cala Family), Tokyo, and Milan (Cala
Family). Basically, 11-12 core staff people and about 6 part-time employees comprise these main
offices, not counting the existing infrastructure.
CCAA has acquired Cala Hotels, Inc., a Hawaii Corp. who, since 1996, has been working on a one of
a kind very unique project, the development of an Undersea Resort and Casino. Is this possible or
just a pie-n-the-sky scenario? Well CCAA has aligned itself with some tactical/strategic alliances
such as:
1.Guido Perla & Associates, Inc. gpai.com of Seattle, Washington as the naval
architect, to provide the design and engineering and should be the marine electrical and mechanical
engineers for the outer structure (shell). Presently, GPA has proposed three shell designs that could be
developed into Cala's four-phase progression. (Under contract and pre-paid $100K)
2.Economics Research Associates (ERA) econres.com has been retained to assess the
economic feasibility and market demand for various proposed locations around the world. (Paid
$10,000 as retainage and the plans should be ready in 2 weeks for world wide site location
visibility)
3.Wimberly, Allison, Tong and Goo Architects watg.com in Honolulu have been retained
for $10,000 to provide architectural plans, not provided by GPA, for Internal development of GPA’s
approved underwater shell.
4.Please note, this is merely a non-mobile luxury submarine (military technology) that will be totally
built on shore and submerged to be anchored at a select site just off shore. The depth should be no
more than 60 feet below the surface. Access will be a glorified elevator. A lot of windows will give the
casino a real live scene of the ocean.
Now even though much of the company's (Cala Hotels, Inc.) focus has been in Hawaii, Japan, and
the Far East, CCAA apparently plans to expand the development of this visionary type hotel to set up
various strategically located sites throughout the world. Presently, Cala Corp. is in negotiations with
other interested international gaming and entertainment industry to research potential partnerships
and alliances.
Another development is a signed a $150 Million (AGS.srl’s Projection 3gsrl.it ) Hotel
development contract in Turkey to build a five-star hotel in Istanbul, Turkey. CCAA (51%) entered into
a joint development partnership with AGS srl. (49%) with headquarters in Caltanissetta, Italy, a
Southern Italian engineering and architectural firm. Presently, AGS’s architectural plans and
specifications are due in the near future and AGS has an agreement The Bank of Rome to provide
financing for the project. CCAA, on the other hand, is continuing its pursuit and negotiations to secure
the management contract for the hotel operations.
Please note, CCAA will not and does not own this hotel. They are the developers that will gain 10% of
the project fee, which will split 51/49 with GPA. If the projected estimate is accurate then the 10% fee
should be $15M. What is very important about this arrangement is for CCAA’s estimate gains (with
NO up front money) of $12.597 over a 3-year CPM (Critical Path Method) with estimated advances
with every 25% project completion.
On this same note, CCAA (51%) has a signed $247 Million (AGS.srl’s Projection) development and
construction agreement with AGS srl (49%) for a water distribution system in Turkey. The
architectural plans and specifications will be completed by AGS srl and the financing is expected to
come from the Turkish government through the issuance of municipal bonds.
Please note again, CCAA will not and does not own this water distribution system. They are the
developers, which will gain 10% of the project fee. They will split 51/49 with GPA estimated $24.7M.
Now that makes CCAA’s estimate gains (with NO up front money) $7.650M over a 3 year CPM
(Critical Path Method) with estimated advances with every 25% project completion.
With the strategical and tactical vision well in play for the business plan, the next step in this overall
vision is the construction side to take the finished plans and make them a reality and thus further
capitalize on the projects. CCAA is addressing this next step by pursuing an acquisition of
Costanzo Industires construction side only to do the construction of the 5-star hotel and water
system in Turkey. Now CI is a leader in hotel and resort construction in Southern Europe and is
located in Sicily with offices all over Italy.
Note: the train and hotel sides of CI are not included in the acquisition. Presently, it is in the
government hands for approval.
Recently, CCAA announced the acquisition of a 51% interest in San Giuseppe Molino, an Italian mill
and bakery franchise. It is CCAA’s intent, pursuit and hope to quickly open their first bakery/cafe in
San Cataldo, Sicily with a 5-year goal to have 100 franchise locations expanded into European,
American and Japanese markets. Already CCAA has brought on board Gary Modaferri and Dennis
LeBlang to oversee the development.
Next comes another division, the 51% acquisition in B-Tec of Italy, who is the owner of an exclusive
manufacturing agreement with U.S. Corporation E-Tech, to pursue the production of cellular and 26
other type of rechargeable batteries except automobile, in Italy. It is expected that the production
should be online by December 2000. Presently, a lease has been signed for a 17K square foot
warehouse facility in San Caltdo, Italy. It is their pursuit that the first plant assembly line
configuration will produce 4.5 million cellular units to grow to 4 lines. The production capability of the
plant will be upgraded to produce nine million dollars hopefully by the second year, which should
grow to $36M when all 4 lines are on line. In order to reduce the intital cost of the project by $1.75M
the executives from the participant companies voted to amend the original B-Tec/E-Tec agreement to
include an E-Tec assisted marketing effort in Italy in exchange for a 2% royalty accruing to E-Tec on
all products sold. This marketing campaign sole purpose is to insure that all batteries produced will
be pre-sold.
In regards to 23-story office building the offer to purchase means that by October 4, 2000, CCAA has
to submit a completed negotiated restructure proposal. The building appraises for $40M … this
reminds me of "Pretty Woman" scenario. This is merely an acquisition and sale scenario by which
CCAA will benefit from the deal. It is unknown at this time if the deal will go through or what the plans
are should it close. However, CCAA is the sole candidate, approved by the Court, to negotiate with
the creditors. This is why it is news worthy.
CCAA announced that Corporate Records documentation has been submitted and has been
approved for listing in Standard & Poor's for publication. Detailed historical, business, and financial
information were included in the corporate profile. This allows brokers in 35 states under the Blue
Sky Law to talk about CCAA. This should definitely improve the public attention and market.
Bard Notes:
I believe that Joseph Cala has a mission. He has effectively gone out to cost effectively demonstrate
how to take a public trading penny stock shell on the verge of bankruptcy and create a NYSE stock. In
an industry fraught with mediocrity, he is proving himself as an intelligent savvy professional that can
get things done. On his quest to build this corporation, it is quite apparent he can easily handle the
complex negotiations and has a nose for business opportunities to build shareholder value.
Send mail to Webmaster with questions or comments about this web site or to join the e-mail for updates.
The information presented on this web site is copyrighted and assumed to be accurate. However, there is no
implied guarantee or assurance that this information is flawless. All stock information should be considered the
personal opinions and Best Effort Due Diligence of Gary Swancey, and should not be considered a substitute for
individual Due Diligence.
Do Your Own Research!
Copyright © 1999
Last modified: June 29, 2000 |
