Saratoga Electronic Solutions Inc. (the "Corporation") (TSX VENTURE:SAR). The
Corporation wishes to provide an update regarding its strategic review and its
financial situation.


Strategic Review

On October 8, 2010, the Corporation announced that its Board of Directors had
initiated a process to explore and consider possible strategic alternatives for
enhancing shareholder value and that, for such purpose, it had formed a Special
Committee of the Board and retained the services of an outside financial
advisor.


The Special Committee and its financial advisor have been conducting a thorough
review of the Corporation's operations and its markets, including having
reviewed the competitive landscape. This process has included engaging in
discussions with various industry participants and financial organizations. The
scope of the parties with whom the Special Committee is continuing discussions
has now narrowed and the Special Committee is continuing to work towards
bringing this process to a successful resolution that provides value to the
Corporation's shareholders. However, there is not any definitive timetable for
the completion of this process, nor can there be any assurance that this process
will lead to a successful conclusion. Further developments, if any, will be
announced by the Corporation at the appropriate time.


Financial Situation

The operations of the Corporation's subsidiary Saratoga ATM Corporation Inc.
("Saratoga ATM") are financed by an external lender, which provides Saratoga ATM
with lines of credit (the "Lines of Credit") in the aggregate amount of
$2,000,000, $1,250,000 of which is to fund the cash placed in Saratoga ATM's
network of automatic teller machines and $750,000 of which (the "Operating
Line") is to fund the Corporation's ongoing operations. The Lines of Credit are
secured by a hypothec on all of the movable property and receivables of Saratoga
ATM in the amount of $1,000,000, and by a personal guarantee in the amount of
$1,000,000 provided by the majority shareholder of the Corporation. The Lines of
Credit require that Saratoga ATM, on a stand-alone basis, meet certain financial
ratios pertaining to debt coverage and debt-to-equity. 


Saratoga ATM is currently offside on these ratios, thereby raising the
possibility that the Lines of Credit may no longer be available to Saratoga ATM.
However, the Corporation has arrived at an informal understanding with the
lender that the Operating Line be paid down at the rate of $25,000 per month,
the funding for which shall be provided by the Corporation's principal
shareholder. To date, three such payments have been made. The Corporation has
also arrived at an informal understanding with the lender to the effect that the
Corporation's debt will be restructured in a manner which is more suitable to
its operations, which would include granting the lender security over the
Corporation's real estate assets. The Corporation expects to implement this debt
restructuring during its first financial quarter ending on June 30, 2011.


The Corporation

The Corporation has two principal lines of business: automatic teller machine
("ATMs") and prepaid products. Through its subsidiary Saratoga ATM Corporation
Inc., the Corporation places and operates a network of ATMs in Eastern Canada.
Through its subsidiary Car-Tel Distributions Inc., the Corporation distributes
to consumers point-of-sale activated prepaid cellular telephone PINs and long
distance calling cards, and offers to retailers a variety of electronic gift
card solutions.


Forward-Looking Statements

This news release contains certain forward-looking statements concerning our
future operations, economic performance and financial condition. These
statements are based on certain assumptions and analyses made by us in light of
our experience and our perception of historical trends, current conditions and
expected future developments, as well as other factors we believe are
appropriate in the circumstances. However, whether actual results and
developments will conform to our expectations and predictions is subject to a
number of risks, uncertainties and assumptions, including those discussed in our
Annual Information Form and Management's Discussion and Analysis. Consequently,
all of the forward-looking statements in this news release are qualified by
these cautionary statements, and there can be no assurance as to the
Corporation's ability to enter into or consummate a transaction as a result of
the exploration and consideration of possible strategic alternatives or as to
the Corporation's ability to enhance shareholder value through this process.
Moreover, there can be no assurance that the results or developments anticipated
by us, including as regards our financial resources, will be realized or, even
if substantially realized, that they will have the expected consequences to or
effects on us and our subsidiaries and their business or operations. We
undertake no obligation and do not intend to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise, except as may be required under applicable law.


Saratoga Electronic Solutions (TSXV:SAR)
Historical Stock Chart
From May 2024 to Jun 2024 Click Here for more Saratoga Electronic Solutions Charts.
Saratoga Electronic Solutions (TSXV:SAR)
Historical Stock Chart
From Jun 2023 to Jun 2024 Click Here for more Saratoga Electronic Solutions Charts.