ASCO News .13 AirScooter Announces Letter of Inten
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ASCO News .13 AirScooter Announces Letter of Intent for Proposed Merger With Bettie Page Clothing
2012-06-14 09:15 ET - News Release
LAS VEGAS, June 14, 2012 (GLOBE NEWSWIRE) -- AirScooter Corporation (OTC:ASCO)announced today the signing of a Letter of Intent to enter into a merger with Nevada-based Bettie Page Clothing, a specialty retailer providing a modern take on 50's style with designs inspired by iconic pin up star Bettie Page.
Bettie Page Clothing ("BPC") is a dba for several limited liability entities. In addition to a growing online store and wholesale business to independent boutiques around the world, BPC owns two boutiques in Las Vegas and one each in San Diego, Hollywood, San Francisco, Minneapolis, Santa Barbara and Salt Lake City. Principals Jan Glaser and Russian-born designer Tatyana Khomyakova have created a fashion phenomenon rekindling a golden age in fashion for the modern woman. The company's story was featured in 2011 on MSNBC's American Business: http://www.openforum.com/videos/american-busi...-on-bettie .
BPC had unaudited revenues of over $8 million in calendar 2011. The company opened two new boutiques in 2012 (Santa Barbara and Salt Lake City) and is targeting additional locations.
The Letter of Intent outlines the agreement by AirScooter Corporation to settle outstanding obligations prior to closing, dispose of current business and complete a 1 for 15 reverse stock split. AirScooter expects to have approximately 24,900,000 shares outstanding prior to the reverse split or a maximum of 1,660,000 shares after the reverse split but prior to shares to be issued for working capital financing. The Letter of Intent outlines the plan to issue 10 million post reverse split common shares to merge with the BPC business in a tax-free transaction. The agreement contemplates that the transaction will take the form of a "reverse merger" with the owners of BPC controlling more than 84% of outstanding common stock post closing.
The Letter of Intent is non-binding, and completion of the transaction will be subject