Ocean Optique Distributors to combine with Solovision Optical Inc.MIAMI--(BUSINESS WIRE)--April 17, 1997--Ocean Optique Distributors Inc. (NASDAQ NASDAQ
in full National Association of Securities Dealers Automated Quotations
U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :OPTQ OPTQ Optional Quarterly (call due quarterly to report statistics to NAII) ) Thursday announced that is has agreed in principle to acquire Solovision Optical Inc. and certain other affiliated optical businesses in a stock-for-stock transaction pursuant to which a wholly owned subsidiary Wholly Owned Subsidiary
A subsidiary whose parent company owns 100% of its common stock.
In other words, the parent company owns the company outright and there are no minority owners. of Ocean will merge with and into Solovision and its affiliates.
Upon completion of the transaction, Solovision will become a wholly owned subsidiary of Ocean and the present shareholders of Solovision will own an approximately 60% equity interest in Ocean. In addition, management and shareholders of Solovision will have the right to designate two nominees for election to Ocean's board of directors (with Ocean having the right to designate two nominees and the fifth nominee to be mutually agreed upon by Ocean and Solovision).
The parties anticipate that the proposed transaction will close by June 15, 1997. Consummation of the transaction is subject to fulfillment of a number of conditions, including due diligence Research; analysis; your homework. This term has caught on in all industries, because it sounds so "wired." Who would want to do analysis or research when they can do due diligence. See wired. and the negotiation and execution of a definitive agreement.
Solovision is a privately held Miami company engaged in importing, exporting, marketing and distributing eyeglass eye·glass
1. eyeglasses Glasses for the eyes.
2. A single lens in a pair of glasses; a monocle.
3. See eyepiece.
4. See eyecup. frames in the moderate price range and, through its affiliates, engages in the importing, exporting and distribution of optical equipment.
Ocean Optique Distributors Inc., based in Miami is engaged in importing, marketing and distributing high-quality eyeglass frames and sunglasses in the mid- and premium-priced categories. Ocean is a licensee for eyewear of several well-recognized labels, including Crayola, Gitano, Chevrolet and Jacques Fath.
The proposed merger of Ocean and Solovision will create a diverse and synergistic eyewear distributor with management joining forces to provide a platform for significant internal growth and increasing value to our shareholders. Following completion of the proposed merger, annualized annualized
Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared. revenues are currently anticipated to exceed $20 million.
Forward-looking statements (statements that are not historical facts) in this release are made pursuant 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 all forward-looking statements involve risks and uncertainties, including those risks and uncertainties detailed in Ocean's filings with the U.S. Securities and Exchange Commission.
CONTACT: Ocean Optique Distributors Inc., Miami
Kenneth Gordon, Chief Financial Officer