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Non-Tech : LCS Golf (LCSG) -- Ignore unavailable to you. Want to Upgrade?

To: Walter Brownlee who wrote (176)	12/31/1998 10:30:00 AM
From: Chip Roos	Respond to of 626

>>On Dec. 28, 1998 Securities Resolution Advisors Inc. (OTC BB: SRAD) announced that it has entered into a Letter of Intent to acquire 100% of the issued and outstanding shares of Golf Universe Inc. and Mr. ''B'' III Inc. After completion of the transaction, LCS Golf will be the majority shareholder of SRAD. The two parties are to execute a definitive stock purchase agreement by December 31, 1998 with an anticipated closing of January 31, 1998. We spoke with management today at Securities Resolution Advisors, Inc. to get some clarification of the deal between LCS Golf and their company. From the press releases, it appears as if LCSG is getting bought out, but this is not the best way to describe the situation. Specific details could not be released yet, but we think we have a good outline of how this deal will work. LCSG will transfer some assets to SRAD for a majority of SRAD shares. By virtue of LCSG's controlling interest in the reporting company, LCS Golf becomes a fully reporting company. What does that mean? When the merger is completed, LCS Golf will have taken one giant leap for a bulletin board company towards a Nasdaq listing. The second step is less clear, but we will certainly follow events as they happen in early January and we will keep you updated. The way we see this deal playing out likely involves the eventual merger of SRAD shares under the umbrella of LCSG. Right now there are about 14.5 million shares of SRAD. We have no specifics to work on as of yet, but we'll describe what is likely to happen in principal. The numbers in the following example were not given to me by either company, We just use them to illustrate the merger process as we see it unfolding. LCSG will own say 8.5 million shares of SRAD, which will leave non-LCSG owned shares outstanding at 6 million. Those 6 million shares will then likely be merged into LCSG, but not on a 1 for 1 basis. At SRAD's recent share price of 5/16, the shareholders of SRAD would see approximately a 3 for 1 reverse split before the conversion. In addition to obtaining a fully reporting corporate shell and other corporate assets, LCSG may also share in a portion of the proceeds from litigation business still pending from Securities Resolution Advisors, Inc. Since we do not have details about any proceeds LCS Golf might share in, we will not conduct a more detailed analysis on SRAD until we have the full picture of the merger. We expect more details by the first or second week of January. >>