Margate Announces Agreement with B2B EUROwireless.com
24 March 2000
Margate Announces Agreement with B2B EUROwireless.comYALE, Mich., March 23 Margate Industries, Inc. today announced that its board of directors has unanimously approved a non-binding letter of intent with New York City-based B2B EUROwireless.com, Inc. Following due diligence, receipt of a fairness opinion, execution of definitive agreements and shareholder and regulatory approval of the proposed transaction, B2B EUROwireless.com's management and board will assume significant majority control of Margate Industries, Inc. through a holding company structure whereby Margate Industries will become a wholly-owned subsidiary of a newly formed entity. Margate, a Yale, Mich.-based holding company, said B2B EUROwireless.com plans to create a number of innovative applications designed to deliver e-commerce trading to wireless handheld devices. B2B EUROwireless.com plans to create an Internet-based business-to-business browser that sends signals to wireless devices. "We believe this transaction with B2B EUROwireless.com represents an exceptional opportunity to enhance value for Margate shareholders," said William B. Hopton, president and chief executive officer of Margate Industries. "The online business-to-business e-commerce industry is expected to reach over $2.5 trillion and some experts predict that one quarter of all business-to-business transactions will be done electronically by 2003. B2B EUROwireless.com plans to create a technology and e-commerce platform to maximize opportunities that exist in this emerging global marketplace." Under the proposed transaction, Margate Industries will become a wholly- owned subsidiary of a holding company. Shares of the holding company will trade on Nasdaq under a new name and trading symbol that reflects the business-to-business wireless orientation of B2B EUROwireless.com. B2B EUROWireless.com will also become a wholly-owned subsidiary of such holding company. The board of the newly formed holding company will consist of one member designated by Margate Industries and additional members designated by B2B EUROwireless.com. Margate Industries said the transaction will not result in any operational, management or employment changes at its wholly-owned foundry- services units, Yale Industries and Fort Atkinson Industries. Margate Industries employs approximately 200 at the two companies, which provide cleaning, grinding, chipping and finishing of iron castings for the automotive, heavy equipment and other industries. Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this news release include certain predictions and projections that may be considered forward-looking statements under securities law. These statements involve a number of important risks and uncertainties that could cause actual results to differ materially including, but not limited to, the performance of the automotive industry, certain customers and affiliated companies, as well as other economic, competitive and technological factors involving the Company's operations, markets, services, products and prices. With respect to B2B EUROwireless.com, except for the historical information contained herein, the matters discussed in this news release are forward-looking statements involving risks and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. Potential risks and uncertainties include, but are not limited to, B2B EUROWireless.com's extremely limited operating history, uncertainties related to B2B EUROWireless.com's ability to create any of its intended platforms or to generate products, network operators and wireless subscribers, B2B EUROWireless.com's ability to adequately address the rapidly-evolving market for delivery of Internet-based services through wireless telephones, the need to develop and achieve integration of a browser in wireless telephones, competition from companies with substantially greater financial, technical, marketing and distribution resources and the ability of B2B EUROWireless.com to manage its business and relationships.