Exhibit 99.3
------------
Xxxxxxx Baking Mix Products Ltd. Signs Letter of Intent
-------------------------------------------------------
to Acquire Michigan-based Manufacturing Operation
-------------------------------------------------
Mississauga, ON -- October 18, 2004 -- LF Brands Inc. announced today that its
newly formed wholly-owned subsidiary, Xxxxxxx Baking Mix Products Ltd. ("LBMP"),
a Michigan corporation, signed a binding Letter of Intent ("LOI"), on October
14, 2004, to acquire all of the assets and business of Michigan-based Xxxxxx
Corporation, a Michigan corporation ("Xxxxxx"), for consideration of up to
$2,900,000 (US Dollars) (the "Asset Purchase"). This Asset Purchase is subject
to LBMP receiving sufficient financing needed to complete this acquisition.
There are no assurances that LBMP will be able to raise such needed financing.
Xxxxxx is a manufacturer of a wide variety of popular baking mix products,
including cake mixes, pancake mixes, brownie mixes, pizza crust mixes, coating
mixes, etc. The predecessor company to Xxxxxx began as a flour milling company
over 150 years ago. The business has evolved from flour milling operation into a
blender of flour-based baking products. Xxxxxx manufactures baking mixes, under
its brand name, "County Fare", and under private-label, for some of the largest
retail chains in the U.S.A.
LF Brands owns various consumer brands, including "Rich'n Moist" caking mixes,
"Rich'n Fluffy" pancakes mix, and "Rich'n Chewy" cookie mix. The company also
operates, through its majority-owned subsidiary, Golden Gate Flour Corporation,
a flour mill based in Brantford, Ontario that supplies various types of flour to
retailers and commercial bakeries throughout Canada.
In accordance with the terms and conditions of the LOI, the parties have agreed
to execute a definitive purchase and sale agreement, and complete the
transaction on or about November 15, 2004, subject to LBMP receiving sufficient
financing.
Monaco Group Inc., a Delaware corporation ("Monaco"), disclosed by Form 8-K
filed with the Securities and Exchange Commission on October 8, 2004 that it
entered into a share purchase agreement on October 4, 2004 to acquire LF Brands
Inc., LF Acquisition Corp., and LF Licensed Products Inc. through its
wholly-owned subsidiary Monaco (Canada) Inc., an Ontario corporation.
This press release states and reflects assumptions, expectations, projections,
intentions, and/or beliefs about past and future events that are intended as
"forward-looking statements" under the Private Securities Litigation Reform Act
of 1995. You can identify these statements by the fact that they do not relate
to historical or current facts. They use words such as "anticipate", "estimate",
"project", "forecast", "may", "will", "should", "expect", "assume", and other
derivations thereof and other words of similar meaning. Any or all of the
forward-looking statements herein may turn out to be wrong. They can be affected
by inaccurate assumptions or by known and unknown risks and uncertainties.