Angelbabies Merges with EContent Inc.; Cannon Appointed C.E.O.Business Editors MALIBU, Calif.--(BUSINESS WIRE)--Feb. 10, 2003 Angelbabies LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control , a California Limited The California Limited was one of the named passenger trains of the Atchison, Topeka and Santa Fe Railway and a true "workhorse" of the railroad. It was assigned train Nos. 3 & 4, and its route ran from Chicago, Illinois to Los Angeles, California. Liability Company, announced today that it has completed a corporate combination agreement to merge with EContent Inc. (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :ETNT). The terms of the agreement require EContent to receive 100% of all Angelbabies LLC's interests. And, in exchange for the Angelbabies interest the members of the Limited Liability Company will be issued shares of EContent common or 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. totaling approximately 80% of the new combination. The number of shares to be issued is subject to an adjustment after the issuance of a fairness opinion Fairness Opinion A report put together by qualified analysts or advisors providing to key decision makers an evaluation of and facts about a merger or acquisition. Notes: A fairness opinion serves as a document used for guidance in a merger, takeover, or acquisition. . Additionally, all terms and conditions of the agreement are subject to shareholders' approval. An annual meeting is being planned for late Spring 2003. William Campbell, President of EContent, also announced the appointment of Daniel P. Cannon as Chief Executive Officer. Campbell further stated that the appointment is effective immediately, and with Cannon's background in the financial and entertainment communities is a tremendous benefit to the company. Cannon stated, "Angelbabies LLC is excited about this opportunity to combine our two companies. The combined company going forward, with the talents and assets of Angelbabies LLC and EContent, the vision that we share, should bring a fair and proper valuation to the company as time goes by." Statements contained in this release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, and are made subject to the safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. provisions 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. Investors are cautioned that such forward-looking statements including, but not limited to, statements about the Company's actual results may differ materially from such forward-looking statements. Such risks and uncertainties include, but are not limited to, the Company's ability to develop new business in the area of entertainment, television production, direct marketing and Internet content, its ability to attract and retain key personnel, its ability to finance its plans for growth, general economic conditions and other factors discussed in such forward-looking statements and/or the Company's periodic filings with the Securities and Exchange Commission. |
|
||||||||||||
Printer friendly
Cite/link
Email
Feedback
Reader Opinion