American Leisure Holdings, Inc. Acquires Miami Based Panther Access Corporation for $1,500,000.Business Editors/Travel Writers SADDLEBROOK, N.J.--(BUSINESS WIRE)--March 3, 2003 American Leisure Holdings, Inc. (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :AMLH), AMLH, completed the acquisition of Panther panther, name commonly applied to the leopard, especially to a black leopard. It is also used locally to designate various other cats including the jaguar and the puma. Access Corporation for $1,500,000 on February 25, 2003. The initial consideration paid was $500,000, with an additional $1,000,000 held in escrow escrow Instrument, such as a deed, money, or property, that constitutes evidence of obligations between two or more parties and is held by a third party. It is delivered by the third party only upon fulfillment of some condition. linked to the future profitability of Panther. The full purchase consideration will be paid upon Panther's achievement of pre-tax profits in the amount of $2,760,000 over the next 36 months. Prepaid Telecommunications products will be operated through AMLH's new subsidiary, American Access Telecommunications Corporation (AATC AATC Asian American Theater Company AATC Advanced Automatic Train Control AATC Air National Guard Air Force Reserve Test Center AATC Automatic Air Traffic Control AATC Americans Against Traffic Calming AATC Air-to-Air Thermal Cycling ). The stock purchase was funded through the issuance of 15,000 Series "B" Preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. with a liquidation value Liquidation value Net amount that could be realized by selling the assets of a firm after paying the debt. of $100 per share. The Series "B" Preferred shares Preferred shares Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock. are automatically convertible into AMLH common shares at a minimum conversion price of $5 per common share and a maximum $8 once AMLH has obtained a listing on AMEX AMEX See: American Stock Exchange exchange. The value of the transaction is $1,500,000. "American Leisure Holdings represents the culmination of a vision I have had for years," said Malcolm Wright, President of AMLH. "As we execute our corporate strategy through various acquisitions we are negotiating, we should soon begin to see a positive impact on both our top and bottom lines. AATC offers us the opportunity to access the vast prepaid telecommunication market and the ability to distribute our Prepaid Travel Club products through AATC distribution network. This purchase is designed to give our group companies access to potentially hundreds of thousands of new Travel Club members as well as giving our subsidiary, American Leisure Marketing & Technology, Inc. (ALMT ALMT Analysis-Lite Machine Translation (part of Generate-And-Repair Machine Translation) ) significant savings in its long distance rates for its call center operations. ALMT call center operations will be used to market and distribute the prepaid calling cards as we expand the distribution network of AATC. AMLH is a company that has adapted well in the face of extraordinary challenges, and its management has displayed the resolve to succeed. American Leisure Holdings and its affiliated and associated companies are poised to grow in this unique market." AATC has retained Mr. Manuel Sanchez Manuel Anthony Sanchez (born November 26, 1981 in Klamath Falls, Oregon) is the guitarist for the Kansas City-based Post-Hardcore band, Flee the Seen. Manuel is a 2000 graduate of Lafayette High School in St. Joseph, MO, and currently resides in Kansas City, MO. as President and Luis Vanegas as CFO See Chief Financial Officer. . Upon acceptance of the position as President, Manuel Sanchez commented, "American Leisure Holdings' business model and management philosophies will allow AATC an exciting growth opportunity. Our Prepaid Calling Card products offer a convenient and cost-effective alternative to coin-operated calling, collect calling, operator assisted calls and credit card calling. Prepaid Calling Cards are one of the few profitable sectors of the otherwise depressed telecommunications industry. It is forecasted for Prepaid Calling Card revenue to experience an annual growth rate of 2.7 percent, according to according to prep. 1. As stated or indicated by; on the authority of: according to historians. 2. In keeping with: according to instructions. 3. a Frost & Sullivan report. Projections within the industry are forecast to grow from $2.7 billion in 1999 to nearly $4.98 billion by 2006. With the addition of our expertise in the purchase and distribution of prepaid telecommunication products and the uniqueness of the South Florida Call Center Operation, we envision our sales to exceed $11,000,000 in fiscal year 2003. We will utilize ALMT's state-of-the-art telecom equipment to access the large databases of AMLH's travel club members, to sell and market our vast range of prepaid telecommunication products." About American Leisure Holdings, Inc. American Leisure Holdings, Inc. (OTCBB:AMLH.OB) is a marriage between cash-flow rich travel service businesses and asset rich leisure property businesses. AMLH's strategy is to own and manage vacation hotel/resort properties located throughout popular vacation destinations in the U.S. and Caribbean, operate vacation club and travel club programs targeted to corporate and leisure travelers, and sell travel services and vacation ownership to its club member bases. Born from the opportunities in today's travel and leisure industry, AMLH's unique business model will allow the Company to maintain its leisure property assets once acquired, at near full occupancy on a year-round basis. For more information, visit http://www.americanleisureholdings.com. FORWARD LOOKING STATEMENT: This press release contains forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. The statements regarding AMLH in this release that are not historical in nature, particularly those that utilize terminology such as "may," "will," "should," "likely," "expects," "anticipates," "estimates," "believes" or "plans," or comparable terminology, are forward-looking statements based on current expectations about future events, which AMLH has derived from the information currently available to it. These forward-looking statements involve known and unknown risks and uncertainties that may cause our results to be materially different from results implied in such forward-looking statements. Important factors known to AMLH that could cause forward-looking statements to turn out to be incorrect are identified and discussed from time to time in AMLH's filings with the Securities and Exchange Commission. The forward-looking statements contained in this release speak only as of the date hereof, and AMLH undertakes no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise. |
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