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seawaycapital.com
wisebuysstores.com
hackettsonline.com
Seaway Valley Capital Corporation was formed in 2002 and makes equity, equity-related, and debt investments in companies that require expansion capital and in companies pursuing acquisition strategies. Seaway also seeks investments in leveraged buyouts and restructurings. Seaway will consider investment opportunities in a number of different industries, including retail, restaurants, media, business services, and manufacturing, and Seaway will also consider select technology investments.
PRIOR NEWS REGARDING TOM SCOZZAFAVA, WISEBUYS, AND HACKETTS
siliconinvestor.com
HACKETT'S CEO Radio Interview:
wisebuysstores.com
NEWS at 10 VIDEO LINK - WISEBUYS BUYS HACKETTS!
news10now.com
SEAWAY VALLEY CAPITAL CORPORATION RELEASES ACQUISITION UPDATE
NEW YORK, NY, September 18, 2007
Seaway Valley Capital Corporation (OTC Bulletin Board: SWVC) chairman and chief executive officer, Thomas W. Scozzafava, issued the following update to its shareholders today:
Dear Shareholders:
I am pleased to update you on the progress of WiseBuys Stores, Inc. (“WiseBuys”), including its pending acquisition of Patrick Hackett Hardware Company (“Hacketts”).
As previously communicated, Seaway Valley Capital Corporation (“Seaway”) is expecting to merge 100% of WiseBuys Stores, Inc. into Seaway shortly. The recent modifications in the merger structure have necessitated an amendment to WiseBuys’ certificate of designation with the State of Delaware as well as a shareholder vote at WiseBuys, which has taken some additional and unexpected time. It should be noted that 81% of the WiseBuys shareholders previously agreed to the transaction when it was structured as a simple acquisition, and that 70% have already expressed their support of the revised merger structure because of its favorable tax treatment. We anticipate finalization these amendments and an affirmative shareholder vote at WiseBuys this month. Immediately thereafter, we will close the merger and trigger the release of the audited financials in the 8K. WiseBuys and its partners generated store-wide sales and trading revenues of approximately $12.5 million in 2006, and WiseBuys alone generated “Comprehensive Income” in 2006 of just under $1,000,000. In 2006, WiseBuys and its partners together generated sales per square foot of approximately $53 per foot on WiseBuys’ 190,000 square feet of sales floor.
In addition, WiseBuys is pleased to announce that it has received a commitment for sufficient financing to close WiseBuys’ pending acquisition of Hacketts. This financing will not involve the issuance of new debt or equity, but rather the sale of certain of WiseBuys’ non-strategic assets. Hacketts’ reviewed financial statements disclosed 2006 sales and earnings of $13.1 million and $141,000, respectively. These full year results include only about 45 days of operations in its newest store located in Watertown, NY, which opened in November of 2006. Hacketts’ sales per square foot average over $100 per foot on its 144,000 square feet of sales floor space. After completing the acquisition, WiseBuys intends to convert its stores to the “Hacketts” brand so that all 334,000 square feet of selling space is consistently merchandised and operated. Our intention is to close the Hacketts acquisition on or before November 30, 2007 and to invest aggressively in the growth of the Hacketts brand throughout the region.
Finally, many of you have asked whether or not Seaway will exclusively focus on supporting the growth and development of its retail investments during 2007 and 2008 – know that Seaway is currently evaluating additional investments and acquisitions in a diverse array of sectors. Our plan is to complete at least one substantial non-retail investment prior to year end.
I am pleased to be able to update you on these events, and I shall continue to update you with further developments.
WISEBUYS STORES, INC. EXECUTES AGREEMENT TO ACQUIRE HACKETTS
Friday July 20, 9:38 am ET
WiseBuys agrees to acquire one of nation's oldest retailers; the combined company will operate stores as "Hacketts"
NEW YORK--(BUSINESS WIRE)--WiseBuys Stores, Inc. ("WiseBuys") announced today that it has executed an agreement with its owners to acquire 100% of the stock of Patrick Hackett Hardware Company ("Hacketts"). Hacketts, which is one of the nation's oldest retailers, currently has stores in New York State in the villages of Canton, Ogdensburg, Massena, Potsdam, and Watertown. WiseBuys current locations include Canton, Gouverneur, Hamilton, Pulaski, and Tupper Lake - all also in New York State.
"We are pleased to announce this agreement to acquire Hacketts," stated Thomas Scozzafava, a co-founder of WiseBuys and current CFO. "WiseBuys and Hacketts combining into one entity is strategic for a number of reasons, including the sharing of managerial resources, increasing purchasing power, leveraging current advertising spending, and diversifying the combined company's merchandise mix. We anticipate taking the best from both companies and combining those qualities under one roof under the store brand 'Hacketts'," Mr. Scozzafava added.
The acquisition, which calls for a $1.5 million payment at closing and additional payments of $4.5 million over eight years, includes management agreements for the retention of the founding family members as well as Hacketts current CEO.
About Hackett's:
Hackett's is one of the oldest retail establishments in New York State and the Nation. Its origins date back to 1830 when it was a ships chandlery, wholesale supplier and a traditional hardware store. During its evolution, it would also become a supplier of railroad equipment, builders and contractors' supplies, plumbing supplies, steam fitting, tinsmithing, and a large foundry manufacturing many lines of metal plumbing items that you still find in existence today. Over the years, the company has adapted to changing market conditions and evolved into a full line department store focused on premium clothing, footwear, and gift items and today consists of five (5) locations:
(i) Ogdensburg, NY (55,000 sq. ft.) - full line department store also featuring a coffee shop serving breakfast and lunch gourmet specialties called North Water Street Coffee Company;
(ii) Potsdam, NY (41,000 sq. ft.) - a recently-opened (2004) full line department store;
(iii) Watertown, NY (56,000 sq. ft.) - newly-opened (4th Qtr '06) full line department store;
(iv) Massena, NY (12,700 sq. ft) - Hackett's only mall location
opened in late 1999 with a focused selection of premium clothing, footwear, and gifts;
(v) Canton, NY - a full line footwear department, apparel for men and women, and a sporting goods department; (this would be closed and the building sold or leased and operations moved to WiseBuys.)
Hackett's has an outstanding reputation within the industry as a customer service-focused organization selling premium products at a fair price - both of which differentiate it from "discount" big box retailers.
About WiseBuys:
WiseBuys Stores, Inc. ("WiseBuys") was formed and began operations in 2003 as a direct result of the closing of small-town retail staple, Ames Department Stores. Founded primarily by lifelong "north country" residents, WiseBuys initially focused its efforts on serving the "discount" retail needs of mostly rural communities throughout northern and central New York.
WiseBuys' strategy included an innovative approach whereby it partnered with established and successful specialty discounters to create a "mall without the walls" concept. This innovative approach made easier to expand rapidly (five stores in thirteen months) because less capital was required for inventory, and partnering with niche players made immediately competitive across certain product lines. That is, although WiseBuys has only five stores, its pricing reflected the established purchasing power of Payless, KB Toys, etc. And from the customers' perspective, WiseBuys had created a full line department store virtually over night. The concept was embraced by large, well-established retailers and was heralded in the industry. The following in-store retail partnerships with both national and regional chains were established:
Payless ShoeSource, Inc. - "store-within-a-store" deal across chain
KB Toys Inc. - exclusive license agreement "KB Toys at WiseBuys" branded department
RadioShack - franchise acquisitions
Card$mart, Inc. - franchise acquisitions
Home Fashion Distributor, Inc. - consignment inventory deal for domestics
Masters, Inc. - leased department deal for apparel (consignment inventory)
Massey's Furniture Barn, Inc. - consignment inventory deal for furniture & mattresses
In addition, WiseBuys won such awards as the "New York State Small Business Development Center Excellence Award" (April '04) and the "Oswego County Job Creation Award" (June '04). WiseBuys current stores include the following:
(i) Canton, NY (40,000 sq. ft.) - full line department store;
(ii) Gouverneur, NY (53,000 sq. ft.) - full line department store;
(iii) Hamilton, NY (43,000 sq. ft.) - full line department store;
(iv) Pulaski, NY (59,000 sq. ft) - full line department store; and
(v) Tupper Lake, NY (34,000 sq. ft.) - full line department store.
The acquisition of Hacketts by WiseBuys is subject to financing arrangements by WiseBuys. Recently, GS Carbon announced an agreement to acquire about 60% of the voting stock of WiseBuys Stores, Inc., and is seeking to acquire additional shares of WiseBuys. Both WiseBuys and Hacketts will be subject to completed audited financials. WiseBuys recently engaged Syracuse-based accounting firm Dannible & McKee, LLP (www.dmcpas.com) to complete these audits.
HACKETTS:
hackettsonline.com
Hacketts is one of the oldest retail establishments in New York State and the Nation. Its origins go back to 1830 when it was a ships chandelry, wholesale supplier and a traditional hardware store. During its evolution, it would also become a supplier of railroad equipment, builders and contractors supplies, plumbing supplies, steam fitting, tinsmithing, and a large foundry manufacturing many lines of metal plumbing items which you still find in existence today. Over the years, the company has adapted to changing market conditions and evolved into what we are today.
Hacketts today consists of three locations. The store at 1223 Pickering Street in Ogdensburg, New York is a 55,000 square foot department store featuring all of the traditional hardware, plumbing, and electrical departments, plus a full line clothing department for men, women, and children, a footwear department with over forty lines of shoes available, a gift department with many unique and unusual items, a large seasonal area that represents merchandise from around the world, a state-of-the-art paint department, accessory and home décor department, a quality brand sporting goods department, an automotive section featuring NASCAR collector items, a seasonal outdoor living area featuring patio furniture, lawn décor and fountains, lawn and garden goods, outdoor cooking area, a full line power equipment department, equipment rental business, and, finally, a coffee shop serving breakfast and lunch gourmet specialties called North Water Street Coffee Company. Our second location, in the Canton Plaza on Miner Street in Canton, New York, features a full line footwear department, apparel for men and women, and a sporting goods department. Lastly, our Massena location is our latest addition. Here you can find a wide selection of clothing, footwear and unique gift ideas.
We also offer many other services to compliment your experience at Hackett’s. In our paint department, we offer computerized color matching so no matter what you need to match, we can do it. In hardware, we make keys, sharpen knives, repair windows and screens, and cut glass. In our power place, we repair small engines and bicycles. In our gift department, we have a bridal registry, and gift basket service. In our footwear department, if we don’t have your exact size, we will special order. And finally, when your selections are complete, we can gift wrap your selections, offer you a merchandise gift certificate for what you couldn’t find, charge your purchases on your charge card or open a Hackett’s charge for future convenience, and sincerely thank you for your sale.
With all this, and 100 dedicated employees to help make your visit worthwhile, make sure to include our stores in your next shopping trip.
WISEBUYS:
wisebuysstores.com
WiseBuys' goal is to add another 30-40 stores over a three year period and achieve annual revenues of about $120 million. Joe LaChausse, WiseBuys' CEO stated, "We feel this critical mass is attainable given the current supply of relatively low cost retail space in rural America. Our initial geographic presence with be New York, Pennsylvania, Vermont, Massachusetts, and Connecticut." WiseBuys' current stores -- all in New York State - include Canton, Gouverneur, Hamilton, Pulaski, and Tupper Lake.
WISEBUYS FOUNDERS AND MANAGEMENT:
From left to right: Dierdre "Dede" K. Scozzafava, Joseph R. Ettore, Joseph G. LaChausse, Thomas W. Scozzafava
Thomas W. Scozzafava, Founder and Chief Financial Officer
Mr. Scozzafava has over 15 years experience in venture capital and buyout investing and has extensive capital markets experience. In 2002, Mr. Scozzafava founded Seaway Capital Partners, LLC, an investment company that, among other activities, founded and financed WiseBuys Stores, Inc. Prior to founding his own firm, Mr. Scozzafava was a Director of Prudential's Merchant Banking Group where he helped find, evaluate, negotiate, and structure leveraged buyouts and investments of companies in industries that included telecommunications, media, business services, and manufacturing industries. Mr. Scozzafava also held a senior management position at Prudential's employee limited partnerships where he completed numerous venture capital and LBO investments. Prior to joining Prudential, Mr. Scozzafava was member of Lehman Brothers' Merchant Banking Group, where he analyzed leveraged buyout and growth equity investments across various industries. Mr. Scozzafava began his career with GE Capital Corporation, where he completed the company's Financial Management Program.
In March 2006, New York State Governor George E. Pataki appointed Mr. Scozzafava to the Board of Trustees to the New York State Power Authority ("NYPA"). Mr. Scozzafava also sits on the Governance and Audit Committees of NYPA, whose mission is to provide clean, economical and reliable energy while promoting energy efficiency and innovation. NYPA had revenues of over $2.5 billion in 2005.
Mr. Scozzafava received a Bachelor of Arts cum laude with concentrations in economics and mathematics with Honors distinction from Hamilton College in 1992. In 1990, Mr. Scozzafava was invited to join Omicron Delta Epsilon, the international economics honor society for achievement in the study of economics and also won the Charles A. Dana Prize Scholarship for “academic achievement, character, and leadership.” While at Hamilton he also played Varsity Football, JV Basketball and was a member of the Alpha Delta Phi fraternity. Also during college, Mr. Scozzafava completed financial market internships at Tucker Anthony and Merrill Lynch in New York City.
Subsequent to graduating, Mr. Scozzafava completed General Electric’s Financial Management Program and has completed advanced finance courses at Clarkson University (Potsdam, NY) and at the University of California Berkeley (Berkeley, CA). Mr. Scozzafava acquired his National Association of Securities Dealers (“NASD”) Series 7 and Series 63 licenses in 1997. Mr. Scozzafava was also a board member of Thermo Electric Wire and Cable LLC, a New Jersey-based specialty manufacturer. Mr. Scozzafava currently resides in New York, NY
Joseph R. Ettore, Founder and Chairman of the Board
Mr. Ettore is a highly-respected business executive with 40 years of mass retail experience. He is a skilled strategist with the proven vision and demonstrated tenacity to lead companies through challenging, highly competitive environments. He is energetic, detail oriented, hands-on executive who is a talented team-builder who inspires dedication, enthusiasm and loyalty.
Under Mr. Ettore’s leadership since June 1994, Ames experienced a successful merchandising turnaround and continued improvement in operating performance. A major innovation under Mr. Ettore’s direction was the implementation of the 55 Gold Savings Card, a unique program offering special discounts for customers 55 and older. The popular 55 Gold Savings Card Program was a major reason Ames received the 1999 Discount Store News award, Discounters in Service to the Community (DISC). The DISC Award recognizes innovative community service efforts by mass merchandisers and specialty stores.
Mr. Ettore’s leadership qualities are well recognized by his peers, who elected him Chairman of the International Mass Retail Association (IMRA) in 1995, re-elected him in 1997 and again in 1999 to an unprecedented third term. IMRA, the leading industry trade group, represents suppliers, vendors and 210 mass retailers which include discount department stores, warehouse clubs and catalog showrooms.
Prior to Ames, Mr. Ettore served as President and Chief Executive Officer of Jamesway Corporation and Stuarts Department Stores, Inc. Mr. Ettore has held various senior positions with Jamesway, Kings Department Stores, and Unishops, Inc.
Mr. Ettore has been involved with a wide range of charities, including the American Heart Association, the March of Dimes, the Muscular Dystrophy Association, the United Way, the Hole in the Wall Gang Camp for children with cancer, and the Jimmy Fund. He received the Humanitarian Award of the Housewares Charity Foundation. Mr. Ettore has also been honored by various organizations, including the Cardinal Cushing School and Training Center and the Valerie Fund (which supports cancer care for children). Mr Ettore received his Bachelor of Science from St. Peters College, Jersey City, New Jersey in 1961.
Joseph G. LaChausse, Founder and Chief Executive Officer Joseph G. LaChausse is a North Country native who has 30 years of extensive retail management and operations experience in both Northern New York and Ohio.
Prior to co-founding WiseBuys in 2003, Mr. LaChausse was a senior General Manager with B.J.'s Wholesale Club, Inc. (NYSE: "BJ") in Cleveland, Ohio, where for nine years he had been instrumental in the company's expansion into major Mid-Western markets. Mr. LaChausse oversaw and managed the construction of several B.J.'s stores from ground breaking to grand opening. In one 24-month period, Mr. LaChausse personally opened three locations and trained the management teams for five others. In one instance, he set the company record of "bulldozer to open door" in just sixty days. He also opened the company's first 70,000 sq. ft. prototype ("small box") club in Western New York.
In 1996, Mr. LaChausse was honored by B.J.'s with its company-wide "Manager of the Year" award. His stores have been consistently successful, with sales volumes ranging from $25 million to $30 million per year. In addition, he has been directly responsible for sales budgets and projections for multi-unit operations.
Prior to B.J.'s, Mr. LaChausse was a General Manager with P&C Foods, a division of The Penn Traffic Company (NASDAQ: "PNFT"). After joining P&C as a teenager, he quickly became one of the company's youngest managers at age 22. Further recognition of Mr. LaChausse's managerial and operational skills led to his designation as P&C’s "turn around" specialist. In an effort to improve upon the poor operating results of numerous P&C stores, Mr. LaChausse was rotated to eleven separate markets where he successfully created profitable contributors of stores that previously had been producing negative cash flow and losses. He was recognized for tight expense control and minimizing "shrink" exposure, and in one location, Mr. LaChausse's efforts led to an increase of profits of over 110% to $1,300,000 in just 36 months. He was also recognized for developing a program that generated company-wide profits of over $1,000,000 per year to help offset "bad check" exposure for the organization.
While with P&C, Mr. LaChausse worked and lived in various North Country communities, including Lowville, Massena, Ogdensburg, Watertown, Gouverneur, Potsdam, Plattsburgh, Herkimer, Syracuse, and Skaneateles.
Dierdre "Dede" K. Scozzafava, Founder
Before founding WiseBuys Stores, Inc., Ms. Scozzafava was an investment advisor with Tucker Anthony, Inc. in Watertown, NY (now RBC Dain Rauscher). For over twenty (20) years, Ms. Scozzafava advised both institutions and individuals on a broad range of investment strategies. During this period, Ms. Scozzafava also conducted numerous seminars for various organizations and corporations on topics ranging from devising and administrating retirement plans to investment basics and estate planning for employees.
Ms. Scozzafava maintained Series 7, Series 6, Series 63, and Health, Life & Disability Insurance licenses as well as being registered in foreign currency transactions.
In November 2006, Ms. Scozzafava was elected to her fifth consecutive term in the New York State Assembly, District 122. She has been appointed to serve on numerous Assembly Standing Committees including Economic Development, Job Creation, Commerce and Industry; Codes; Education; Social Services; Ethics; Local Governments; and is currently the Ranking Minority Member on Transportation. Ms. Scozzafava also participated in the Legislative Hearings on the Economic Impact of the 9/11 Terrorists Attack as well a Legislative Hearing on the Upstate Economy. She also served on the Task Force on Education Standards and the Nursing Shortage Task Force.
Prior to her election to the New York State Assembly, Ms. Scozzafava was elected to serve three consecutive terms as Mayor of Gouverneur, NY. Prior to serving as Mayor, Ms. Scozzafava served two consecutive terms as Trustee for the Village of Gouverneur. As Mayor, Ms. Scozzafava led the village from an inherited budget deficit to a positive fund balance while also creating the Gouverneur Area Microenterprise Revolving Loan Fund to help spur local job growth. Other important accomplishments, which included setting up a natural gas utility for village residents and upgrading the village water plant, resulted in Ms. Scozzafava receiving the New York State Conference of Mayors' Award.
Ms. Scozzafava earned a Bachelor of Science degree from the Boston University School of Management and a Masters in Business Administration from the Clarkson University Graduate School of Management.
Ms. Scozzafava also instructed college business courses in various areas including accounting, corporate finance, management, business law, and economics at Jefferson Community College ( Watertown, NY) and Mater Dei College ( Gouverneur & Ogdensburg, NY).
Ms. Scozzafava currently resides in Gouverneur, NY with her husband and their two children.
WISEBUYS PARTNERS:
Payless ShoeSource, Inc., together with its subsidiaries, operates as a specialty family footwear retailer in the western Hemisphere. Its stores offer athletic, casual, and dress shoes; sandals; work and fashion boots; slippers; and accessories, such as handbags and hosiery for women, men, and children. The company also wholesale footwear. In addition, it operates a shoe dyeing facility. Payless ShoeSource operates its stores in various real estate formats, including shopping malls, central business districts, free-standing buildings, strip centers, and leased departments within other retailers.
K·B Toys (previously known as Kay Bee Toys) is a chain of mall-based retail toy stores in the United States. It was founded in 1922 by the Kaufman brothers. It currently operates 605 stores in 44 U.S. states, Puerto Rico as well as Guam. K·B Toys operates three distinct store formats: K·B Toys, K·B Toy Works, and K·B Toy Outlets (aka Toy Liquidators). It is privately held in Pittsfield, Massachusetts.
RadioShack Corporation is a leading retailer of consumer electronic goods and services, through its RadioShack store chain and non-RadioShack branded kiosk operations in the United States. Its products include wireless telephones and communication devices, such as scanners and two-way radios; flat panel televisions, residential telephones, DVD players, computers, and direct-to-home (DTH) satellite systems; home entertainment, wireless, imaging, and computer accessories; general and special purpose batteries; wire, cable, and connectivity products; and digital cameras, radio-controlled cars and other toys, satellite radios, and memory players. The company also provides consumers access to third-party services, such as wireless telephone and DTH satellite activation, satellite radio service, prepaid wireless airtime, and extended service plans. It also manufactures various products, including telephony, antennas, wire, and cable products, as well as hard-to-find parts and accessories for consumer electronics products. As of December 31, 2006, the company operated 4,467 RadioShack company-operated stores located in the United States, as well as in Puerto Rico and the U.S. Virgin Islands; 772 kiosks located in the United States; 7 RadioShack service centers in the United States and 1 in Puerto Rico; and a network of 1,587 RadioShack dealer outlets. RadioShack was founded in 1899 and is headquartered in Fort Worth, Texas.
Investor Relations:
Andrew Hellman
CEOcast, Inc.
Phone: 212-732-4300
ATLAS TRANSFER AGENT: 1-801-266-7151
O/S 627,000,000
Restricted 21,000,000
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