Corgi International Limited Announces Sale of Corgi Classics to Hornby Hobbies Limited, Refinancing of Burdale Credit Facility, Release of Escrow Shares to Former Cards Inc. Limited Shareholders, and an Updated FY 2008 Outlook.HONG KONG Hong Kong (hŏng kŏng), Mandarin Xianggang, special administrative region of China, formerly a British crown colony (2005 est. pop. 6,899,000), land area 422 sq mi (1,092 sq km), adjacent to Guangdong prov. -- Corgi corgi: see Cardigan Welsh corgi; Pembroke Welsh corgi. International Limited (Nasdaq GM:CRGI CRGI Capital Research Global Investors ) today reported that it has sold the Corgi collectibles die-cast business to Hornby Hobbies Limited ("Hornby"), including the "Corgi" brand name and tooling, for consideration of approximately PS7.5 million (or approximately US$15 million). In addition, the related existing inventory will be sold for consideration of approximately PS800,000 or approximately US$1.6 million. The Corgi collectibles die-cast business generated sales of approximately PS6.5 million (or approximately US$13.0 million) for the fiscal year ending March 31, 2008 and did not report profitability as a separate entity. The performance of the Corgi collectibles die-cast business has been constrained con·strain tr.v. con·strained, con·strain·ing, con·strains 1. To compel by physical, moral, or circumstantial force; oblige: felt constrained to object. See Synonyms at force. 2. recently by a shortage of working capital. Corgi International Limited will continue to conduct its principal licensed product and distribution businesses under the brand names PopCo and Master Replicas Master Replicas (sometimes just MR) is a company that makes replicas for various licenses. They started making replicas of lightsabers from Star Wars Product Lines Inc., including the sale of Harry Potter and James Bond products and the new innovative H2go Car, the winner of the 2008 Electronic and Technical Toy of the Year Award at the Nuremberg International Toy Fair The Nuremberg International Toy Fair (Nürnberger Spielwarenmesse) is an international toy and game trade show which takes place annually in Nuremberg, Germany. . The Company is expected to officially change its corporate name within 90 days of the sale transaction. Michael Cookson, the Company's Chief Executive Officer, stated: "We believe that this transaction is a prudent move in the current economic environment and will allow us to focus on our core pop culture business and the younger collector. The sale of the Corgi collectibles provides needed capital to properly finance the strategic growth categories and better enables us to leverage our diverse and valuable licensed entertainment properties, broad distribution channels and innovative products." After the closing in January 2008 of the Company's asset-based credit facility with Burdale Financial Limited ("Burdale"), the Company had an unexpected working capital shortfall due to tighter credit limitations, poor holiday sell-through results and retailer financial difficulties. In order to improve its liquidity and working capital, the Company recently completed a number of transactions: As previously announced in April 2008, the Company sold its Cards Inc. trading card distribution business to Esdevium for approximately US$2.25 million and approximately US $700,000 of inventory. As a result of this sale and pursuant to the terms of the Company's purchase agreement with the former shareholders of Cards Inc. Limited, the Company will be releasing to the former Cards Inc. shareholders within the next 30 days 612,213 ADSs which had been 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. to cover certain representations and warranties under the purchase agreement. On April 15, 2008, the Company was able to refinance Refinance 1. When a business or person revises their payment schedule for repaying debt. 2. Replacing an older loan with a new loan offering better terms. Notes: When a business refinances they typically extend the maturity date. the Burdale credit facility with a more flexible US$16 million accounts receivable financing Accounts Receivable Financing A type of asset-financing arrangement in which a company uses its receivables - which is money owed by customers - as collateral in a financing agreement. The company receives an amount that is equal to a reduced value of the receivables pledged. facility with CoFace Receivables Finance Limited ("CoFace"). The Company will also resume the production finance facility with Gateway Trade Finance LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control which allows additional working capital for bringing products to market. Jack Lawrence, the Company's Chief Operating Officer Chief Operating Officer (COO) The officer of a firm responsible for day-to-day management, usually the president or an executive vice-president. and Chief Financial Officer, said: "While the aggregate credit capacity of the CoFace line is less than the Burdale credit facility, we believe that the overall terms and flexibility of the CoFace credit facility will greatly improve the Company's working capital position." The Company has used proceeds from the sale to Hornby of the Corgi collectibles die-cast business to repay its other lenders, Barclays Bank PLC and Ropart Asset Management Fund LLC, approximately US$4.5 million in the aggregate and to repay in part various trade creditors. After the closing, the Company is expected to have approximately US$5.0 million of indebtedness for money borrowed down from a peak in January 2008 of approximately US$22.4 million. In addition, the Company, following information and consultation with its employees, is proposing a global workforce reduction of approximately 65 employees, or about 50% of its staff, a number of whom will join Hornby. The Company will continue to look at cost- cutting measures, including, subject to further information and consultation with employees, closure and consolidation of facilities. The Company is expected to incur an accounting charge of approximately US$250,000 as a result of such proposed changes. The Company's Board of Directors also agreed to convert a substantial portion of their existing and outstanding Board fees, expenses and short-term loans of over US$600,000 to ADSs at a share price of the higher of US$1.90 or the market price at the close of trading on May 2, 2008. In addition, the Board has passed a resolution that the Board fees for Fiscal Year 2009, ending in March 2009, will be reduced by 50% from the Fiscal Year 2008 fees. As previously announced, the Company's new Chairman of the Board is Charles C. McGettigan. Jack Lawrence further commented: "As a result of the foregoing actions, while the Company will continue to need and look for additional financing to increase its working capital, the Company's immediate liquidity and working capital has significantly improved, allowing the Company to focus on executing its business plan for Fiscal Year 2009." FY 2008 Outlook For the full Fiscal Year 2008, the Company does not expect to achieve the results provided in its former guidance. The Company's lack of liquidity, the continued tightening of the credit market and poor holiday sell-through have hindered the Company's financial performance. About Corgi International Corgi International Limited is a global Pop Culture company, which develops and markets innovative and high-quality licensed and non-licensed toys, gifts and collectables distributed via direct, specialty, hobby, collector and mass retail channels worldwide. Marketed under the brand names Master Replicas, PopCo and H2go, the Company's line of products range from premium entertainment prop replicas This article or section may contain original research or unverified claims. Please help Wikipedia by adding references. See the for details. This article has been tagged since September 2007. and limited edition memorabilia to traditional toys and gift merchandise. The Company holds varying licenses for many of entertainment's highest grossing franchises including Disney Classics, Harry Potter, James Bond, Star Trek people who will try new things. early innovators important figures in the farming or client community because they are the leaders in the introduction of new techniques and management systems. around the world. The Company is headquartered in Hong Kong, with operations in Walnut Creek, California Walnut Creek is a largely affluent suburb several miles east of Oakland in Contra Costa County, California, USA, in the East Bay region of the San Francisco Bay Area. While not as large as the neighboring Concord, Walnut Creek serves as the business and entertainment hub for the , USA and in Watford and Leicester, UK. Caution Regarding 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. The matters discussed in this document contain forward-looking statements within 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. All statements other than those that are purely historical, including statements regarding future net sales Net Sales The amount a seller receives from the buyer after costs associated with the sale are deducted. Notes: This amount is calculated by subtracting the following items from gross sales: merchandise returned for credit, allowances for damaged or missing goods, freight , liquidity, cash flows and profitability, are forward-looking statements. Words such as "expect," "anticipate," "believe," "estimate," "intend," "plan," and similar expressions also identify forward-looking statements. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those anticipated. Such risks and uncertainties include, without limitation, changes in market demand for Corgi International Limited's products, changes in economic conditions, dependence on certain customers and licensing partners and loss of such licensing partners, and other risks including those described in the Company's annual report on Form 20-F for the fiscal year ended March 31, 2007 filed with the Securities and Exchange Commission on October 15, 2007. These forward-looking statements are based on information as of the date hereof, and Corgi International Limited undertakes no obligation to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized. |
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