BOCA RATON, Fla., May 22, 2013 /PRNewswire/ -- Novation
Holdings (OTCQB: NOHO) today announced that it has entered into an
agreement to acquire substantially all of the operating assets of
StarPoint U.S.A., Inc.
(StarPoint), a Delaware
corporation, through its wholly-owned subsidiary, StarPoint
Acquisition Corp. (SAC), a Florida
corporation formed for the acquisition. The ownership of SAC
then will be transferred to Crown City Pictures, Inc. (OTC Pink:
CCPI), a controlled subsidiary of NOHO. CCPI is a
publicly-traded company with its common shares listed on the Pink
Sheets.
The acquisition of the assets of StarPoint will be completed in
exchange for a total of 48,333,333 shares of common stock of CCPI
to be issued to StarPoint, and a convertible promissory note from
SAC guaranteed by CCPI for $1,000,000
due in one year, with the holder (StarPoint) having the option to
convert all or part of the note into stock at a fixed conversion
price of $0.03 per share. The
note will be secured by the operating assets of StarPoint acquired
in the transaction. The total agreed acquisition price for the
StarPoint assets is $2,450,000.
StarPoint is a U.S. based vehicle distribution company that has
a proven track record and that is not exclusive to any specific
vehicle brand, which allows it to distribute a number of different
brands / models in the U.S. market. As part of its ongoing
business, StarPoint has been the exclusive distributor of Daewoo
vehicles and Genuine Daewoo Parts to the U.S. market since
1998. A total of 188,000 Daewoo brand vehicles (Leganza,
Nubira and Lanos models) were distributed from 1998 through
2002. Today, StarPoint continues to provide both Warranty
Administration and Genuine Daewoo Parts to approximately 80,000
remaining Daewoo owners in the US. That business will be
acquired by SAC, which will then change its corporate name to
StarPoint USA, Inc., while the old
StarPoint also will change its corporate name, to eliminate any
confusion.
StarPoint plans to maximize sales and market share through the
near term use and further development of an existing and robust
independent retail dealership network. The company will offer
unique vehicles of exceptional value at very competitive prices
with sales to dealers being supported by a seasoned, market savvy
management team that is capable of implementing a marketing
strategy designed to introduce new models / brands and establish it
as a leader in the alternative fuel vehicle ("AFV") market
niche. "An important aspect of our business strategy is
marketing a portfolio of different AFV models that meet the needs
of a wide variety of end users including both fleet operators and
retail customers," advises Ben
Rainwater, President & CEO of StarPoint USA.
"All-electric vehicles will be one offering, but our main focus
initially will be to offer vehicles powered by Compressed Natural
Gas (CNG) either as fully dedicated CNG or as Bi-Fuel (gasoline and
CNG) capable models," continued Rainwater.
StarPoint has positioned itself to capitalize on the growing
need for less dependence on foreign oil and environmentally
friendly "green" vehicle alternatives for the U.S. market. In
June of 2012, the Company secured an exclusive vehicle distribution
agreement with a U.S. based alternative fuel vehicle manufacturer
for the entire U.S. market, including Puerto Rico, that will involve the
distribution of CNG Bi-Fuel and all electric vehicles. "The
company is currently in discussions with several other vehicle
manufacturers regarding the distribution of their alternative fuel
models, as well, which will further broaden the scope of our AFV
portfolio," added Rainwater.
The AFV market is a growth segment that stands to increase
market share significantly by 2035 according to projections by the
U.S. Energy Information Administration (EIA), which includes a mix
of flex-fuel, mild hybrid, hybrid gasoline/diesel, electric,
plug-in hybrid electric, gaseous, electric and fuel cell.
Certainly, these AFVs will play a significant role in meeting more
stringent Green House Gas ("GHG") emissions and fuel economy
standards, as well as offering fuel savings in the face of higher
gasoline prices.
Under the terms of the acquisition agreement, Mr. Rainwater will
also become a member of the Board of Directors of CCPI and will
assume the role of CEO of CCPI. The acquisition of the
operating assets and business is expected to close immediately.
FORWARD LOOKING STATEMENT
Certain statements contained herein and subsequent oral
statements made by and on behalf of Novation Holdings, Inc. may
contain "forward looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward
looking statements are identified by words such as "intends",
"anticipates", "believes", "expects", and "hopes" and includes,
without limitation, statements regarding Novation Holdings, Inc.'s
plan of business operations, product research and development
activities, anticipated revenues and expenses and potential
contractual arrangements and obligations. Also, our management may
make forward-looking statements orally to investors, analysts, the
media and others. Any statements made in this news release about an
action, event or development, are forward-looking statements. Such
statements are based upon assumptions that in the future may prove
not to have been accurate and are subject to significant risks and
uncertainties. Such statements are subject to a number of
assumptions, risks and uncertainties, many of which are beyond the
control of the Company. These risks and others are included from
time to time in documents we file with the Securities and Exchange
Commission, including but not limited to, its Form 10-Ks, Form
10-Qs and Form 8-Ks. Other unknown or unpredictable factors also
could have material adverse effects on our future results.
Accordingly, you should not place undue reliance on these
forward-looking statements. Although the Company believes that the
expectations reflected in the forward-looking statements are
reasonable, it can give no assurance that its forward-looking
statements will prove to be correct. Investors are cautioned that
any forward-looking statements are not guarantees of future
performance and actual results or developments may differ
materially from those projected. The forward-looking statements in
this press release are made as of the date hereof. The Company
undertakes no obligation to update or correct its own
forward-looking statements, except as required by law or those
prepared by third parties that are not paid by the Company. The
Company's SEC filings are available at http://www.sec.gov.
Contact:
Contacts:
Novation Holdings, Inc.
Media Department
media@novationholdings.com
SOURCE Novation Holdings