[LOGO] pdse
PARADISE AND IBALL SIGN DEFINITIVE MERGER AGREEMENT
New York, NY - June 22, 2001 -- Paradise Music & Entertainment, Inc. (OTC BB:
PDSE), a provider of entertainment content and services, and iball Media
announced that the definitive merger agreement was recently signed. The
completion of the merger is subject to the following closing conditions: (i)
approval of the transaction by the iball shareholders; and (ii) approval of the
transaction by the Independent Committee of the Paradise Board based upon its
receipt of a fairness opinion from Orchard Partners, Inc. which was retained for
this purpose.
The iball shareholders will receive 9,390,000 restricted shares of Paradise
common stock in connection with the merger. After giving effect to these shares,
Paradise will have approximately 20.8 million shares outstanding.
Paradise Chairman and President, Xx. Xxxxx Xxxxxx said, "Paradise has been
moving forward on its initiatives to develop a more aggressive restructuring
plan and to increase productivity and margins. We are confident that the merger
will assist significantly in accomplishing these goals."
Contacts:
Xxxx Xxxxxxx Xxxx Xxxxxxxx
VP Paradise Shareholder Relations
000-000-0000 000-000-0000 or xxxx@xxxxxxxxxxx-xxxxxxxxx.xxx
Paradise Music & Entertainment, Inc. "PDSE" (xxxx://xxx.xxxx.xxx) is an
entertainment company comprised of three complementary units: PDSE Film and TV
Group (Picture Vision and Rave Music); PDSE Music Group (PDSE Records Inc. and
All Access Entertainment); and PDSE Commercial Production Group (Straw Dogs and
Shelter Films).
This press release may contain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Investors are cautioned that these
forward-looking statements involve uncertainties and risks that could cause
actual performance and results of operations to differ materially from those
anticipated by these forward-looking statements. These risks and uncertainties
include issues related to the ability to obtain sufficient funding to continue
operations, the completion of the iball Media merger and integration, the
ability to maintain adequate cash flow, the ability to profitably exploit new
production, license and artist agreements, and the unpredictable nature of
consumer entertainment preferences, as well as other factors set forth in
Paradise's most recently filed Form 10-K and Form 10-Q reports. The
forward-looking statements contained herein represent the Company's judgment as
of the date of this release, and the Company cautions readers not to place undue
reliance on such statements. Paradise assumes no obligation to update the
statements contained in this release.
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