GPS Industries, (Nachrichten) Inc (GPSI) (OTCBB:GPSN), the leading innovator of Wi-Fi enabled GPS systems for golf facilities and residential communities, has signed a definitive investment agreement with Great White Shark Enterprises (GWSE) and Leisurecorp LLC (Leisurecorp). Leisurecorp is part of the Istithmar group. Istithmar is an alternative investment house based in the United Arab Emirates (UAE), it is 100 percent owned by Dubai World, which is in turn wholly owned by the Government of Dubai.
Under the terms of the agreement, GWSE and Leisurecorp will invest $15.7 Million in aggregate in GPSI through the purchase of 1,574,089 newly issued Series B convertible preferred shares and related warrants.
Robert C. Silzer, President and CEO of GPSI, commented “I believe these commitments, from both GWSE and Leisurecorp, are persuasive evidence that our technology and our business plan are attractive to even the most demanding investors. Greg Norman has been a valued strategic investor in GPSI for several years and has reaffirmed his support of the Company through this additional investment. Management's conversion of debt to equity also signals the highest confidence in the opportunities that lie ahead for GPSI.”
The Series B preferred shares are restricted from trading and will be convertible into common shares once the Company's shareholders have approved an increase in GPSI's authorized number of common shares. In connection with their investment, GWSE and Leisurecorp also receive the right to invest an additional $13.0 Million in GPSI within 120 days of their original investment. In a related transaction, certain Officers and Directors of the Company agreed to convert $3.7 Million of outstanding short term obligations in exchange for common and preferred stock of the Company. In addition, Bart Collins, President of GWSE and a current Director of the Company, was elected to the office of Executive Vice President at GPSI.
Approximately $2.8 Million of proceeds from the transaction have been used to redeem at a discount outstanding convertible debentures that were issued to entities affiliated with N.I.R. Group, LLC, thus extinguishing all financial obligations under such debentures. The remaining proceeds will be used to fund working capital and ongoing Research and Development, virtually eliminate Company debt, and support the Company's growth initiatives. TM Capital Corp. served as financial advisor to GPSI in connection with this transaction.
Commenting on the investment by Great White Shark Enterprises, Bart Collins said, “Part of our business at GWSE is the design and development of golf courses around the world, so we are keenly interested in products which enhance the game and foster profitability for the industry. At nearly 100 facilities around the world GPSI's patented technology is already transforming the way golf courses are managed. But the Company's technology also has vast potential beyond the golf industry.”
Collins continues, “I believe the Company's unique array of wireless products will dramatically impact the amenities offered in high-value residential developments and resort communities. This recapitalization of the business provides the platform for GPSI to realize that potential.”
Silzer concludes: “This is a landmark agreement for GPSI and our shareholders. The Company is now well capitalized to develop all of the opportunities of our technology and the strategic vision of our management team.”
Full details of the investment agreement were disclosed (Friday, November 17, 2006) via the Company's Form 8-K, which can be viewed online at
www.gpsindustries.com. About GPS Industries (GPSI)
GPS Industries, Inc. (OTCBB:GPSN) owns the patents for golf-related GPS and Differential GPS (DGPS) applications in fifteen Countries worldwide, including the United States, Australia, Great Britain and Japan. Based on their patented technology, GPSI has become the leading innovator of Wi-Fi powered management solutions for golf facilities and residential communities. The company's INFOREMER-HDâ„¢ GPS System features an integrated Wi-Fi communications network and a comprehensive suite of software applications and revenue generating modules. Central to the system's functionality are the company's award-winning display units, which deliver the most powerful on-course advertising opportunities in the golf industry. For additional information, please visit:
www.gpsindustries.com. About Great White Shark Enterprises
Great White Shark Enterprises is a multi-national corporation headed by Greg Norman with offices in Jupiter, Fla., and Sydney, Australia. The company's interests are primarily focused around golf and the golf lifestyle. For more information, please visit:
www.shark.com. About Istithmar:
Istithmar is an alternative investment house based in the United Arab Emirates. It is 100% owned by Dubai World, which is in turn wholly owned by the Government of Dubai. Istithmar was established in 2003 with the key mission of earning exceptional returns for its investors while maintaining due regard for risk.
Istithmar, which means investment in Arabic, applies global expertise with local insights to coordinate the appraisal and implementation of various opportunities. Istithmar's ‘I' investment philosophy is based around three core principles -- Ideas, Inquiry&Integrity -- sets the foundation for the firm which has a broad portfolio of highly successful companies in markets from North America to Europe to Asia to the Middle East.
Istithmar's investment portfolio comprises over 50 successful companies with premium assets within financial services, consumer, industrial and real estate sectors, in addition to investing in public equities and joint venture projects. The company's equity investment exceeds US$ 2.6 billion across markets ranging from North America to the Far East. For more information on Istithmar, please visit:
www.istithmar.ae. About Leisurecorp LLC
Leisurecorp LLC, a subsidiary of Istithmar, LLC focuses on the development of Istithmar's current leisure assets inside Dubai and internationally, as well as identifying new high-yielding investment options. Under the leadership of David Spencer – former Director of Marketing and Brand Management for Nakheel – Leisurecorp's initial portfolio includes Jumeirah Golf Estates, Island Global Yachting and Nakheel's beach and recreation clubs. The consolidation of Istithmar's and Nakheel's leisure related assets under Leisurecorp LLC is in line with the holding company's aim to shape Dubai into the world's leading leisure and lifestyle destination.
About TM Capital Corp.
TM Capital Corp. is a merchant banking and financial advisory firm based in New York and Atlanta. Since inception in 1989, TM Capital has completed over 130 mergers, acquisitions and financings for clients totaling over $7.0 billion in value.
Forward-Looking Statements
Some statements contained in this release may be forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. Editors and investors are cautioned that such forward-looking statements involve risks and uncertainties that may cause the company's actual results to differ materially from such forward-looking statements. These risks and uncertainties include, but are not limited to, the company's ability to generate revenues and other factors as described in the Company's literature and filings with the Securities and Exchange
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