To: StocksDATsoar who wrote (75266 ) 12/22/2000 11:34:32 AM From: Jim Bishop Read Replies (1) | Respond to of 150070 BEII To be Acquired by Windjammer Barefoot Cruises, Ltd. HOUSTON--(BUSINESS WIRE)--Dec. 22, 2000--Berens Industries Inc. (OTCBB:BEII - news) announced it has signed a Letter of Intent to be acquired by Windjammer Barefoot Cruises, Ltd. (www.windjammer.com). The transaction will be structured as an acquisition of BEII by Windjammer with Windjammer the surviving public entity. Shareholders of BEII will retain 6% in the reorganized public company. The newly public Windjammer is estimated to have an initial market capitalization of approximately $100 million. Windjammer is a fifty three year old privately held cruise ship operator based in Miami Beach, Fla. Windjammer operates seven cruise ships throughout the Caribbean on seven to fourteen day cruises. Windjammer has received numerous awards as the number one small cruise line in the world by such noteworthy publications as Conde Nast Travel and Travel and Leisure magazine, among others. Windjammer has a proprietary client database of approximately 280,000, of which over 60,000 are repeat customers. Windjammer is on target to report record revenues of approximately $40 million with net operating income of approximately $4 million. BEII's operating subsidiary Artmovement.com, as well as all assets and liabilities, will be spun off to its shareholders as a separate publicly held company after the reorganization is completed. Shareholders of record as of the merger date will receive their prorata interests in the new company. ``Spinning off Artmovement into its own public entity was in the best interests of the shareholders. The share price is not adequately reflecting its true value. We have been discussing additional capital infusions with numerous potential investors who also suggested that a separate Artmovement would be better received in the investment arena. Management agreed that to move forward in its future development and attract additional investor interest we should separate Artmovement from BEII. By choosing such a strong merger candidate in Windjammer, our shareholders maintain an interest in a very strong low-tech public vehicle as well as their interests in Artmovement. In essence we've giving the shareholders a stock dividend of a 6% interest in a major company,'' stated Marc Berens, CEO. Closing is expected to occur in the first quarter of 2001 and is subject to signing of a Definitive Agreement and further due diligence by both parties. Additional terms of the transaction were not released. About Berens Industries Inc. Through its wholly owned subsidiaries, Artmovement and BEII.Net, Berens Industries is pioneering the development of streaming application servers that are deployable as rent-based solutions hosted and co-marketed by leaders in the Application Service Provider (ASP) industry (e.g,. Navisite and Interliant). Our product lines provide bundled packages of managed servers, global connectivity, scaleable bandwidth, applications and transactional systems -- everything required of e-commerce. These streaming application servers provide ``tenant'' licensing for businesses and ``landlord'' licensing for Web developers and ASP hosts. Our ongoing research and development is being conducted in collaboration with leading ASPs and software developers to deliver streaming application servers that bind relational databases and transactional systems with interactive streaming media. This press release may contain certain statements relating to future results, which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or those anticipated, depending on a variety of factors such as general economic conditions in different countries around the world, fluctuations in global equity and fixed income markets, changes in commercial property and casualty premium rates, the competitive environment, the actual cost of resolution of contingent liabilities, the final form of the business transformation plan, the ultimate cost and timing of the implementation thereof and the actual cost savings and other benefits resulting therefrom. Further information concerning the company and its business, including factors that potentially could materially affect the company's financial results are contained in the company's filings with the Securities and Exchange Commission. Contact: Berens Industries Inc., Houston Marc Ivan Berens, 713/682-7400 Fax: 713/682-7402 Email: m.berens@beii.net