Terrace Holdings signs agreement to acquire Deering Ice Cream Co.FORT LAUDERDALE Fort Lauderdale (lô`dərdāl), residential, commercial, and resort city (1990 pop. 149,377), seat of Broward co., SE Fla., on the Atlantic coast; settled around a fort built (c.1837) in the Seminole War, inc. 1911. , Fla.--(BUSINESS WIRE)--Dec. 9, 1996--Terrace Holdings 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 :THIS) announced Monday that it has entered into an agreement with DownEast Frozen Desserts, L.L.C., to acquire all of the assets and related liabilities of the Deering Ice Cream Co. of Portland, Maine Portland is the largest city in the U.S. state of Maine, with a 2004 population of 63,882. Portland is Maine's cultural, social and economic capital. Tourists are drawn to Portland's historic Old Port district along Portland Harbor, which is at the mouth of the Fore River and part . Terms of the deal were not disclosed. "Acquiring Deering Ice Cream brings to our company not only a brand with name recognition in the Northeast, but also additions to our management team which we hope will lead to substantial long-term benefits for Terrace stockholders," said Samuel H. Lasko, president of Terrace Holdings. "Upon closing the transaction, we intend to add Milton Narniot, Deering's president, and Steven Shulman, an independent investment banker Investment Banker A person representing a financial institution that is in the business of raising capital for corporations and municipalities. Notes: An investment banker may not accept deposits or make commercial loans. , a principal in DownEast and a boardmember of various corporations, including Beacon Properties Corp., to our board." Under the agreement, Deering Ice Cream Co. will become a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of Terrace Holdings. Milton Narniot will become president and chief executive officer of Terrace Holdings, and Samuel H. Lasko will become the chairman of the board. In addition, Terrace Holdings will agree to sell its restaurant, Passover vacations and catering units to Lasko and Jonathan S. Lasko, the company's vice president, early next year. This transaction is subject to approval by the company's disinterested Free from bias, prejudice, or partiality. A disinterested witness is one who has no interest in the case at bar, or matter in issue, and is legally competent to give testimony. directors and receipt 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. ," as well as the favorable vote of a majority of disinterested stockholders. A vote will be held at a special stockholders meeting tentatively scheduled for Feb. 17, 1997. Deering Ice Cream Co. manufactures and markets frozen dessert products under its own brand name and as a co-packer for others, including supermarket chains, regional and national brands. DownEast Frozen Desserts was organized in January 1996 to acquire businesses, including Deering Ice Cream Co., in an effort to enhance their profitability through the application of capital and practical management principles. Terrace Holdings Inc., headquartered in Fort Lauderdale, organizes Passover holiday vacations, owns and operates a Kosher kosher [Heb.,=proper, i.e., fit for use], in Judaism, term used in rabbinic literature to mean what is ritually correct, but most widely applied to food that is in accordance with dietary laws based on Old Testament passages (primarily Lev. 11 and Deut. 14). restaurant and several catering operations in South Florida. CONTACT: Thorp & Co. David Schull, 305/446-2700 or Terrace Holdings Jonathan Lasko, 954/894-6000 |
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