Obsidian Enterprises (OTCBB: OBDE) Announces Extension of Exchange Offer for Net Perceptions (Nasdaq: NETP)
March 30 2004 - 10:03AM
PR Newswire (US)
Obsidian Enterprises (OTCBB: OBDE) Announces Extension of Exchange
Offer for Net Perceptions (Nasdaq: NETP) INDIANAPOLIS, March 30
/PRNewswire-FirstCall/ -- Obsidian Enterprises, Inc. (BULLETIN
BOARD: OBDE) , a holding company headquartered in Indianapolis,
announced today that it has extended its exchange offer for shares
of Net Perceptions' common stock until 5:00 p.m., New York City
time, on Wednesday, April 14, 2004. In the exchange offer, which
was commenced December 15, 2004, Obsidian is offering Net
Perceptions shareholders the opportunity to receive twenty-five
cents ($0.25) per share in cash and three one-hundredths (3/100)
share of Obsidian common stock for each share of Net Perceptions
common stock. Obsidian currently does not own any of the
outstanding shares of Net Perceptions. The offer was scheduled to
expire at 5:00 p.m., New York City time, on April 7, 2004. As of
the close of business on March 26, 2004, based on information
received from the exchange agent, approximately1,010,608 Net
Perceptions shares had been deposited. In connection with the
extension, Obsidian announced that two conditions to the exchange
offer, that Net Perceptions not take further action in connection
with its proposed plan of liquidation and that the Blakstad class
action litigation be resolved to Obsidian's reasonable
satisfaction, have been removed. Other terms and conditions of the
exchange offer remain unchanged. The offer is subject to certain
conditions, including that: * Net Perceptions takes appropriate
action to cause its poison pill to not be applicable to the offer;
* Obsidian be satisfied that Section 203 of the Delaware General
Corporation Law will not be applicable to the contemplated
second-step merger; and * stockholders tender at least 51% of the
outstanding shares of common stock of Net Perceptions. Obsidian
filed a Registration Statement on Form S-4 and a Tender Offer
Statement related to the current offer with the Securities and
Exchange Commission on December 15, 2003 and filed its most recent
amendments to each on March 29, 2004. The Exchange Agent for the
exchange offer is StockTrans, Inc., 44 West Lancaster Avenue,
Ardmore, Pennsylvania 19003. The Information Agent for the exchange
offer is Innisfree M&A Incorporated, 501 Madison Avenue, 20th
Floor, New York, New York 10022. You may contact Innisfree M&A,
toll-free, at (888) 750-5834 if you have additional questions about
the proposed transaction. Obsidian is a holding company
headquartered in Indianapolis, Indiana. It conducts business
through its subsidiaries: Pyramid Coach, Inc., a leading provider
of corporate and celebrity entertainer coach leases; United
Trailers, Inc., and its division, Southwest Trailers, manufacturers
of steel-framed cargo, racing ATV and specialty trailers; U.S.
Rubber Reclaiming, Inc., a butyl-rubber reclaiming operation; and
Danzer Industries, Inc., a manufacturer of service and utility
truck bodies and steel-framed cargo trailers. This press release is
provided for informational purposes only and is neither an offer to
purchase nor a solicitation of an offer to sell shares of Net
Perceptions, Inc. or Obsidian Enterprises, Inc. Obsidian
Enterprises has filed with the Securities and Exchange Commission a
registration statement and exchange offer documents with respect to
the proposed transaction. Investors and security holders are
advised to read those documents because they include important
information. Investors and security holders may obtain a free copy
of any documents filed by Obsidian Enterprises with the SEC at the
SEC's website at http://www.sec.gov/ . The registration statement
and exchange offer documents and the other documents may also be
obtained free of charge by directing a request by mail to Innisfree
M&A Incorporated, 501 Madison Avenue, 20th Floor, New York, New
York 10022, or by calling toll-free (888) 750-5834, and may also be
obtained from Obsidian Enterprises, Inc. by directing a request by
mail to Obsidian Enterprises, Inc. 111 Monument Circle, Suite 4800,
Indianapolis, Indiana 46024, Attn: Rick D. Snow. This press release
contains "forward-looking statements." These forward- looking
statements are based on currently available competitive, financial
and economic data and management's views and assumptions regarding
future events. Such forward-looking statements are inherently
uncertain. Obsidian Enterprises cannot provide assurances that the
exchange offer described in this press release will be successfully
completed or that we will realize the anticipated benefits of any
transaction. Actual results may differ materially from those
projected as a result of certain risks and uncertainties, including
but not limited to: global economic and market conditions; the
availability of liquidity under our existing lines of credit;
successful integration of acquired or merged businesses; changes in
interest rates; our ability to retain key management and employees;
our ability to meet demand at competitive prices in our coach
leasing segment and our trailer and related transportation
equipment manufacturing segment; our ability to successfully
develop alternative sources of raw materials in our butyl rubber
reclaiming segment; relationships with significant customers; as
well as other risks and uncertainties, including but not limited to
those detailed from time to time in Obsidian Enterprises'
Securities and Exchange Commission filings. DATASOURCE: Obsidian
Enterprises, Inc. CONTACT: Timothy S. Durham, Chairman & C.E.O.
of Obsidian Enterprises, Inc., +1-317-237-4055,
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