Home / Knowledge / News / Apparel/Garments / Gatorz completes stage one of business combination with No Fear
Gatorz completes stage one of business combination with No Fear
15
Apr '10
Gatorz Inc is pleased to announce it has completed the first stage of its previously announced two stage proposed business combination with No Fear Retail Stores, Inc. On July 20, 2009, Gatorz and No Fear executed a term sheet for a two stage business combination which, in the first stage of the transaction, called for the parties to enter into agreements for the reciprocal exchange of stock and for the sharing of certain facilities and operations.

As contemplated by the July 20, 2009 term sheet, Gatorz and No Fear entered into an Amended and Restated Share Exchange Agreement, effective August 25, 2009 (the "Exchange Agreement"), by which the Company was to acquire 2.25% (900,000) of the issued and outstanding common shares of No Fear at a deemed price of USD $2.08 per share and Simo Holdings, Inc., the parent company of No Fear, was to acquire 17.5% (7,500,000) of the issued and outstanding common shares of Gatorz at a deemed price of USD $0.25 per share. On February 26, 2010, the TSXV accepted the filing documentation pertaining to the Exchange Agreement, and on March 5, 2010, the parties completed the exchange of shares as provided in the agreement. Simo Holdings now owns 7,500,000 shares of Gatorz, representing 16.72% of the common shares outstanding as of March 31, 2010.

The Exchange Agreement also provided for the election of a new director, designated by No Fear, to the Company's board of directors and for the election of a new director, designated by the Company, to the board of directors of No Fear. Both parties have agreed to waive this provision of the Exchange Agreement.

In the event, for whatever reason, the anticipated reverse takeover is not completed, Gatorz and Simo Holdings will have their equity position in the other reduced by 50%.

Also on August 25, 2009, and as contemplated by the July 20, 2009 term sheet, the Company and No Fear entered into a Shared Services Agreement (the "Services Agreement") under which No Fear agreed to share its office and warehouse facilities with the Company and provide the Company with certain utilities and business services. The integration of the Company's physical operations into No Fear, as provided in the Services Agreement, was completed September 8, 2009.

Gatorz Inc


Must ReadView All

Textiles | On 23rd Jun 2017

Textile ministry organises training workshop on GST

The ministry of textiles had organised training workshop on GST which ...

Apparel/Garments | On 23rd Jun 2017

Uware Brands into licensing agreement with Polaroid

Uware Brands has entered into a licensing agreement with Polaroid for ...

Textiles | On 23rd Jun 2017

Ralph Lauren ex-president Tiger of Sweden's new CEO

Hans-Christian Meyer, former president of Ralph Lauren Corporation,...

Interviews View All

Yash Maniyar
Rekha Maniyar

Indian fashion market is growing at a staggering rate

Rahuul Jashnani
Jashn

‘Online economy has changed the whole dynamics of buying habits.’

Frank Gossmann
Rotorcraft AG

‘RT3 motto is: Do not check millimetres, check colours.’

Urs Stalder
Sanitized AG

Urs Stalder, CEO, Sanitized AG, talks about the increasing use of hygiene...

Kevin Nelson
TissueGen

Kevin Nelson, Chief Scientific Officer, TissueGen discusses the growing...

Mark Paterson
Technical Absorbents Ltd

Mark Paterson, R&D manager of Technical Absorbents Ltd talks about Super...

Bani Batra

Bani Batra’s couture wedding collection is inspired by traditional Indian...

Ritu Kumar
Label Ritu Kumar

‘Classics will return’ "There are a lot of people wearing western clothes ...

Mike Hoffman
Gildan Activewear SRL

Gildan Activewear, a manufacturer and marketer of branded clothing and...

Press Release

Press Release

Letter to Editor

Letter to Editor

RSS Feed

RSS Feed

Submit your press release on


editorial@fibre2fashion.com

Letter To Editor






(Max. 8000 char.)

Search Companies





SEARCH

news category


Related Categories:
June 2017

June 2017

Subscribe today and get the latest update on Textiles, Fashion, Apparel and so on.

SUBSCRIBE


Browse Our Archives

GO


E-News Insight
Subscribe Today and Get the
Latest News Update in Your Mail Box.
Advanced Search