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WEB SITE: jstocks.com ***************************************************************** This is a summary of the Due Diligence done by members of the EDII bulletin board. This is only a starting point for your OWN due diligence. This is not a recommendation to buy or sell the stock of EDII Thanks to those who have contributed their time and energy in reporting their DD. **************************************************************** EDII has five divisions: industrial, financial, oil and gas, real estate and entertainment. EDII assists its subsidiaries, vertically, to build each division in its own field. CONTACT: American International Industries, Inc. formerly known as Energy Drilling Industries, Inc. Chairman and CEO:...Daniel Dror Principal executive office 601 Hanson Road Kemah, Texas 77565 Phone........(281) 334-4764 Public Relations/Investment Relations Firm: Growth International Ltd. Contact: George Guttman......(718) 951-0260 or Joe Gort...................(800) 778-9204 **************************************************************** SHARES: Authorized Shares: Outstanding Shares: 46,117,060 (shares issued/outstanding at 12/31/97) Preferred Shares: Common Shares: Shares in the Float: 11,000,000 (June 30, 1998 press release) **************************************************************** BUSINESS SUMMARY: The company has five divisions and assists them with its liquid resources to build vertically each division in its own field. The company was originally engaged in energy-related businesses. The objective of the company is to grow by acquiring subsidiaries in five different industries and ultimately to accelerate its growth by making each subsidiary a publicly traded company with its own stock symbol. The plan calls for a "spin off" of part of each subsidiary as a dividend to the shareholders of record at the time the distribution is effected. The company currently has six wholly owned subsidiaries as follows: Har-Whit,Inc..........................President - Wayne Whitworth Pitts & Spitts,Inc....................President - Raymond Hartis Brenham Oil & Gas,Inc.................President - Jack Talan Texas Real Estate Enterprises, Inc/GCA, Inc .............President - William E. King Acquerer, Inc (closed in escrow)......President - Udi Laska Northeastern Plastics, Inc............President - Mark Fields Intile Designs, Inc...................President - George Siller Cinema Researach Corp.................President - Jordan Friedberg **************************************************************** CHAIRMAN'S BACKGROUND Daniel Dros is 56 years old. He was chairman of Kleer-Vu Industries, the largest photo album and related storage products manufacturer in the US. Its shares traded on the American Stock Exchange. He was also Chairman of Nestle-Lemur which shares also traded on the American Stock Exchange. Nestle-Lemur was a cosmetic manufacuring and distribution company. He was Chairman of the Board of the Holding Company and had a controlling interest in another American Stock Exchange Company called CXR, Inc., a manufacturer of testing instruments for the Telecommunications Industry. He changed the name of the company to MicroTel International, Inc and moved it to NASDAQ. In 1997, Mr. Dror acquired control of Pitts and Spits of Texas, Inc., a publicly traded Holding Company, trading on the OTC:BB. He became Chairman on September 27, 1997 and changed the name of the Holding Company to Energy Drilling Industries, Inc. to which has been changed to American International Industries, Inc on June 30, 1998. **************************************************************** COMPANY GOAL The company's future goal is to become a company like Safeguard Scientifics, Inc. - which does the following; SFE is engaged in the business of identifying, acquiring interests in a developing partnership companies. ****************************************************************** PRESS RELEASES April 02, 1998 Message 3957913 May 29, 1998 biz.yahoo.com June 03, 1998 Message 4700258 June 15, 1998 Message 4866017 June 30, 1998 biz.yahoo.com July 01, 1998 biz.yahoo.com **************************************************************** EDII currently has controlled growth and positive EPS. All assets in acquired companies are audited by BDO Seidman LLP and are definately understated on the Consolidated Balance Sheet. Land acquired 20 years ago is still on the books at original cost. Each additional acquisition enhances shareholder value on a per share basis. The worth in this company will be in the continuing growth in EPS which will raise share holder values. ***************************************************************** BACKGROUND Har-Whit Inc. The company has been in business for 26 years. The company manufactures parts and provides special services, primarily to the oil and gas drilling industry. Pitts & Spitts, Inc. The company has been in business for 20 years. The company manufactures a fine line of barbecue pitts and related accessories. The company also produces its own brand of barbecue sauces and seasonings. Brenham Oil & Gas, Inc. Founded in 1996. The company owns oil and gas royalties and is in the business of acquiring oil and gas properties. The company also invests in drilling programs. Texas Real Estate Enterprises, Inc./GCA, Inc. Founded in 1996. The company owns well-located large tracts of development land in the Houston area. The company intends to develop some of the properties and other properties will be sold to independent developers. The company has entered into "Letters of Intent" with the boards of directors and has committed to acquire the majority interests in the following companies:Acqueren, Inc. (closed in escrow) Founded in 1994. Acqueren, Inc. is a holding company with a substantial liquidity (in excess of $2,000,000) and owns 100% of its subsidiary, Northeastern Plastics, Inc. Northeastern Plastics, Inc. The company was founded in the early 1960s and since then has been engaged in supplying numerous automotive and electrical products to retailers, wholesalers, and the automotive aftermarket. The product lines have been expanded, and NPI today offers a complete assortment of UL and CSA listed products, cord sets, portable lighting devices, night lights and similar wiring devices, multiple outlet and surge protection devices, rubber and PVC booster cables and battery accessories. Intile Designs, Inc. Founded in 1973. Intile Designs, Inc., a Delaware company, is a direct importer and distributor of foreign ceramic tile, marble, swimming pool tile and related home design products. The company is also a distributor of domestic ceramic tile, marble and other related home design building products. The company distributes to a diverse and varied retail and wholesale customer base through eight showroom/warehouse facilities and three retail showrooms in four states. The company markets its products to at least five general customer bases, new home builders, residential and commercial remodeling contractors, architects and designers, swimming pool contractors, and do-it-yourself consumers. Cinema Research Corporation Founded in 1940. CRC owns a well positioned facility located at the above address in Hollywood. Acquiring this company will provide an immediate entry into the media communications industry. The company has been established in the Hollywood community for over 50 years. It has an excellent reputation. It is doing business with the major studios, independent producers and TB production companies. Its client list includes all of the best-known producers. It specializes in titles, credits as well as optical and digital special effects. It owns both mechanical and computer processes. ****************************************************************** REVENUES The annualized revenues of the presently owned subsidiaries and the above-described companies to be acquired will approximate $110,000,000 and the company is currently profitable. The company has also entered into negotiations to acquire majority interests in numerous companies complementary to one or more of its five divisions. Most of these companies will be acquired by debt-restructuring agreements and the issuance of restricted shares of company stock, thus increasing the net tangible book value of the company's common stock with each additional acquisition. Each acquisition will result in minimum dilution (if any) to current shareholders and enhanced shareholders' value per share. Whenever restricted shares are issued by the company for acquisitions, the shares will be restricted in accordance with Rule 144 under the Securities Act of 1933, and whenever possible for periods longer than required under that rule. At this time, the company's management estimates that the float of the freely tradeable shares is approximately 11,000,000 shares. ***************************************************************** ADDITIONAL INFORMATION An interview with the president stnn.com The company's beginning growthcom.com The history of Pitts & Spitts pittsandspitts.com Merger of Pitts & Spitts amcity.com SEC filing of Intile sec.yahoo.com Cinema Research Corporation drez.com Eagle Point, Galveston Bay area oil find Message 5052897 Message 5053074 Message 5053127 Message 5053210 Message 5053543 | ||||||||||||||
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