Press release at Sedar
sedar.com
NEWKIDCO HOLDINGS, LLC
June 12, 1998
FOR IMMEDIATE RELEASE
Toronto, Ontario
On June 9, 1998, the formation of NewKidCo, LLC (the "Joint Venture"), a joint venture formed pursuant to a joint venture formation agreement dated May 1, 1998 among NewKidCo, LLC, Alpha Software Corporation ("Alpha"), SoftQuad International Inc. (the "Company"), NewKidCo Holdings, LLC ("NKC Holdings"), Jonathan D. Harber and Henry A. Kaplan, was finalized. In connection with the formation of the Joint Venture, NKC Holdings transferred to the Joint Venture its assets and business in exchange for a 25% interest in the Joint Venture, a cash payment of $500,000 (U.S.) and certain other consideration including an option permitting Alpha, a wholly- owned subsidiary of the Company, to acquire, or under certain circumstances be required by NKC Holdings to acquire, NKC Holdings' 25% interest in the Joint Venture for 975,000 common shares of the Company and cash payments based upon the Joint Venture's profits for the first three years from its formation. If prior to Alpha's acquisition of NKC Holdings' interest in the Joint Venture, the Joint Venture has achieved specified revenue and profit goals, NKC Holdings will also be entitled to exercise certain warrants issued at closing to acquire up to 4,000,000 common shares of the Company, subject to certain shareholder and regulatory approvals, at exercise prices ranging from $1.50 (U.S.) to $4.00 (U.S.) and may elect to receive, in lieu of the 975,000 common shares of the Company, a cash payment of $1,462,500 (U.S.).
In the event that the 975,000 common shares of the Company are issued and the warrants are fully exercised, NKC Holdings will own 4,975,000 common shares of the Company. NKC Holdings may be deemed to act jointly or in concert with HAK, Inc. and KinderActive Dealco, Inc. For the purposes of securities laws, Mr. Jonathan D. Harber may be deemed to act jointly or in concert with KinderActive Dealco, Inc. and Mr. Henry A. Kaplan may be deemed to act jointly or in concert with HAK, Inc.
The transactions were effected by NKC Holdings for the purpose of investment. NKC Holdings will evaluate its ownership position in the Company from time to time, and depending upon the Company's business and prospects, the financial circumstances and needs of NKC Holdings and future developments (including, but not limited to, performance of the common shares of the Company in the market, availability of funds, alternative uses of funds, money and stock market conditions, and general economic conditions), NKC Holdings may from time to time purchase common shares of the Company, dispose of all or a portion of the common shares of the Company it holds, cease buying or selling common shares of the Company, or exercise the warrants in whole or in part. Any additional purchases of common shares of the Company may be in the open market or privately-negotiated transactions, or otherwise.
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For further information contact:
NewKidCo Holdings, LLC
448 W.16th Street
New York, NY 10011
Tel.: (212) 352-1000 x224 |
