Business Services Industry
TASK Retailing, Inc. Announces its Acquisition by TASK Management, Inc
Business Wire, July 11, 2002
Business Editors
TASK Retailing, Inc., a Delaware corporation, announced the closing of its acquisition by TASK Management, Inc., a Delaware corporation (OTC:TSKG) (the "Company") (formerly Integra Computer Corporation (OTC:IGRA)) on June 26, 2002. In the acquisition, 41,301,000 shares of the Company were issued to shareholders of TASK Retailing, Inc., in exchange for all issued and outstanding shares of TASK Retailing, Inc., thereby making TASK Retailing, Inc. a wholly-owned subsidiary of TASK Management, Inc. Upon closing of the acquisition, the Company had 42,396,025 shares outstanding.
The acquisition, however, was contingent upon the ability of the Company to raise approximately $175,000 to eliminate the corporate debt which the Company had accumulated through its earlier operating history as Integra Computer Corporation. The Company was given ten days from June 26, 2002 to raise the necessary capital, after which the acquisition transaction could be rescinded if the money was not raised.
Immediately after the closing of the acquisition on June 26, 2002, management of the Company, which had previously run the Company for nearly four years under the name Integra Computer Corporation, resigned and appointed, in their place, Ron Chacon as President and Chairman of the Board of Directors, Tom Martiniano as Vice-President, Secretary and Director and Angie Chacon as Treasurer and Director. Messrs. Chacon and Martiniano and Ms. Chacon each have over ten years' experience in retail sales, distribution and salesperson training, and were responsible for managing TASK Management, Inc., a California corporation, for the past seven years. Under their management, TASK Management, Inc. of California generated gross revenues of over $8.3 million for fiscal year 2001.
Stock Transaction
Between June 27 and July 6, 2002, TASK Management, Inc. conducted a stock offering under Rule 504 wherein 12,048,444 common shares were sold at $0.015 per share.
The offering was closed on July 6, 2002. Upon completion of the offering on July 6, the Company had 54,444,469 common shares issued and outstanding, of which 12,048,444 (representing 22.1% of the common stock) were sold through this offering.
Completion of Acquisition
By virtue of the fact that a sufficient amount of financial capital was raised through the offering by July 6, 2002 (ten days after the close of the acquisition), the acquisition by the Company -- TASK Management, Inc. -- of its new private Delaware subsidiary, TASK Retailing, Inc., became final and complete as of July 6, 2002.
Company Operations
On January 3rd of this year, TASK Retailing, Inc. acquired options to purchase all the assets of TASK Management, Inc. of California ("TASK of California"), a seven-year old corporation which reported gross merchandise sales of over $8.3 million for fiscal year 2001 from its stable of retail merchandise units located in various malls, shopping centers and theme parks throughout the country. Included among the assets optioned were leases to all 29 retail merchandise units of TASK of California. The purchase price for the options to all TASK of California assets was 35,301,000 shares of TASK Retailing, Inc., which were issued to the shareholders of TASK of California. All options acquired by TASK Retailing, including those for leases to each of the 29 retail merchandise units, are exercisable at $1 per option.
These 29 retail merchandise units on which the Company, through its subsidiary TASK Retailing, Inc., has purchased options, represent all of the existing operations of TASK of California at this time.
The retail merchandise units have as their purpose the sale of various products, including the TASK vegetable processor, Rainbow Magic Colors pens, Corium 21 aloe vera cream and Nukkles massagers.
Besides the 29 retail merchandise units, there are contracts with over 150 independent distributors as well as certain physical properties which were optioned by TASK Retailing, Inc. from TASK of California early this year. The result is the optioning of all of the assets of TASK of California and the intention is to exercise all of these options, thereby taking over all of the operations of the old TASK of California.
The Company, through its wholly-owned subsidiary TASK Retailing, Inc., intends to utilize these leased units and other assets of the old TASK of California as vehicles for the mass distribution and sale of the TASK vegetable processor, Rainbow Magic Color pens, Corium 21 aloe vera cream and Nukkles massagers merchandise; and also seeks to continue establishing management's owner-operator system of operations, which includes the concepts of distributor-based sales and sales training.
Future Private Placement
The Company intends to conduct a Regulation D, Rule 506 private placement stock offering in the near future, wherein 5,000,000 shares of the Company shall be offered at a price of $2 per share. Proceeds from the private placement shall be used for retail sales cart expansion as well as other acquisitions. States in which the offering shall be conducted have not been announced.
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