SRGE ready for gap up tomorrow
Tuesday March 2, 3:55 pm Eastern Time Company Press Release Surge Components, Inc. and Orbit Network, Inc. Announce the Signing of a Definitive Merger Agreement to Acquire Orbit Network, Inc., an e-Commerce Internet and Travel Technology Company DEER PARK, N.Y.--(BUSINESS WIRE)--March 2, 1999--Surge Components, Inc., a supplier of high quality electronic products including capacitors and discrete components. The Company's main market is original equipment manufacturers who incorporate Surge products into their finished goods, and to distributors of Surge's product lines. Surge products can be found in all types of electronic consumer goods including automobiles, cellular phones, computers, appliances, automatic garage door openers, smoke detectors and power supplies. Surge Components, Inc. (NASDAQ: SRGE-news) and Orbit Network, Inc. today announced the signing of the definitive Merger Agreement to acquire Orbit Network, Inc. Orbit provides leisure and international travel suppliers and resellers the ability to market and distribute their products electronically to consumers, corporations and travel agents worldwide through one distribution vendor. Orbit is the only e-commerce company that provides proprietary connections to not just the internet (World Wide Web), but also America Online, Inc. (NYSE: AOL-news), and all the major airline reservation systems- AMADEUS, Galileo International (NYSE: GLC-news), SABRE (NYSE: TSG-news), and WORLDSPAN.
A selection of Orbit's global clients include: Eurostar UK Ltd., Air Jamaica, Anheiser Busch Theme Parks, Palace Resorts, Rocky Mountaineer Railtours, Orlando Convention & Visitor Bureau, Las Vegas Convention & Visitor Bureau and Monaco Ministry of Tourism. Orbit operates its own branded World Wide Web Sites (www.orbitnetwork.com and www.travelfile.com), one of the first travel services on America Online, Inc. (AOL) (AOL keyword: travelfile), and sites for key travel marketing partners such as the American Society of Travel Agents (ASTA) (www.astanet.com) and the Caribbean Tourism Organization (CTO) (www.caribtourism.com).
Under the Definitive Merger Agreement, the shareholders of Orbit will exchange their shares of Orbit for 30 million shares of restricted Common Stock of Surge, and Orbit will be merged into a wholly owned subsidiary of Surge.
The merger is dependent upon, among other things, the receipt of a fairness opinion from an independent investment banker, completion of due diligence and shareholder approval.
The acquisition supports Surge's strategy to enter the rapidly growing e-commerce industry. ''We believe this is an opportunity that will give Surge access to e-commerce and maximize shareholder value,'' said Ira Levy, President and CEO of Surge. ''There is significant growth opportunity in the less automated leisure and international travel niches, with other e-commerce vendors primarily focused on booking air, hotel, and car,'' remarked F. William Guerin, President and CEO of Orbit Network Inc. ''With leisure travel accounting for about 50% of the annual $3.6 trillion dollars in worldwide travel spending, there is considerable market opportunity and potential for substantial long-term growth.''
This press release contains forward-looking statements regarding the Company's business strategy and future plans of operation. Forward-looking statements involve known and unknown risks and uncertainties. These and other important factors, including those mentioned in various filings with the Securities and Exchange Commission made periodically by the Company (available to the public at www.sec.gov), may cause the actual results and performance to differ materially from the future results expressed in or implied by such forward looking statements. The forward looking statements contained in this press release speak only as of the date hereof and the Company disclaims any obligation to provide public updates, revisions or amendments to any forward looking statements made herein to reflect changes in the Company's expectations or future events.
-------------------------------------------------------------------------------- Contact:
Surge Components, Inc. Ira Levy President & Chief Executive Officer 516/595-1818 or Orbit Network, Inc. Bill Guerin President & Chief Executive Officer 415/883-1100 x 400 bguerin@orbitnetwork.com
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