Elden Holding Group, LLC 15206 Ventura Blvd., Suite 306 Sherman Oaks, CA 91403
Exhibit 99.1
Xxxxx Holding Group, LLC
00000 Xxxxxxx Xxxx., Xxxxx 000
Xxxxxxx Xxxx, XX 00000
July 23, 2004
Xx. Xxxxxxxxx Xxxxxx, C.E.O.
Xxxx Xxxxxx, Inc.
00000 Xxxxxxx Xxxx., Xxxxx 000
Re: Extension Letter
Dear Xxxxx,
This letter (this “Extension Letter”) is entered into for the purpose of amending certain provisions of the Letter of Intent dated May 13, 2004 (the “Letter of Intent”) between Xxxx Xxxxxx, Inc. (“Xxxxxx”) and Xxxxx Holding Group, LLC or an affiliate of Xxxxx Holding Group, LLC (jointly referred to below as the “Buyer”).
The parties acknowledge that the Buyer has requested additional time to complete its due diligence investigation. Therefore:
1. The first paragraph of Paragraph 3 (Access) of the Letter of Intent is amended and restated in its entirety to read as follows:
“The Buyer shall be permitted to conduct its due diligence investigation of Xxxxxx until the close of business on August 21, 2004 (the “Due Diligence Period”), provided that (a) the Buyer provides Xxxxxx with a list of specific due diligence items, with respect to all matters that the Buyer is aware of as of July 26, 2004, that will require (i) Xxxxxx to provide information or (ii) the involvement of resources outside of the Xxxxxx organization (such as discussions with outside legal counsel, etc.) at or before 5 P.M. Los Angeles, California time on July 26, 2004, and (b) the Buyer delivers an initial draft of the Merger Agreement on or before August 2, 2004.”
The Buyer acknowledges that the extension of the Due Diligence Period is not the result of Xxxxxx’x failure to disclose, provide or make available any due diligence items requested by the Buyer or the result of Xxxxxx’x failure to disclose such items in Xxxxxx’x public reporting.
The parties to this Letter of Intent intend that the Merger Agreement be signed on or before August 21, 2004.
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2. Paragraph 11(a)(v) of the Letter of Intent is amended by deleting the words “within 60 calendar days after the full execution of this Letter of Intent” and by substituting therefor: “prior to the expiration of the Due Diligence Period . . . .”
Except as amended hereby, the Letter of Intent remains in full force and effect. For clarity, the parties acknowledge that only the provisions of the Letter of Intent stated to be binding in Paragraph 13 are binding and enforceable to the extent stated therein.
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XXXXX HOLDING GROUP, LLC |
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By: |
/s/ Xxxx Xxxxxx |
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Xxxx Xxxxxx |
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Managing Member |
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Date: |
July 25, 0000 |
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XXXX XXXXXX, INC. |
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By: |
/s/ Xxxxxxxxx X. Xxxxxx |
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Xxxxxxxxx X. Xxxxxx |
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Chief Executive Officer |
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Date: |
July 26, 2004 |
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