Pegasus Solutions, Inc. (Nasdaq: PEGS)
announced today that it intends to make an offer to the shareholders
of HARS Systems Inc. ("HARS") (CDNX: HSS) to purchase all outstanding
common shares of HARS at a cash price of $.62 CAD per share, subject
to Pegasus signing additional lock-up agreements with shareholders
representing approximately 5.7 million of HARS' outstanding shares
by May 27, 2002. Headquartered in Calgary, Canada, HARS provides
reservationdistribution services to hotels and car rental companies
around the world through its wholly owned subsidiary, VIP International Corp. Pegasus
Solutions is a leading provider of technology services to the hotel industry.
The first in an anticipated series of lock-ups, yesterday Pegasus
entered into a lock-up agreement with one of HARS' major shareholders,
Executive Inn Inc., for 6,788,377 common shares representing
32.7 percent of HARS' outstanding common shares.
At the expected bid price, the transaction will be valued at
approximately $14 million CAD. The offer will be subject to customary
conditions, including Pegasus acquiring at least 75 percent of the
outstanding shares of HARS prior to the expiry of the offer, due
diligence and no material adverse change having occurred at
HARS. The offer will be made pursuant to the requirements of the applicable
Canadian and US securities laws. The details of the offer will be set
forth in an Offer to Purchase and Circular expected to be filed with
the appropriate Canadian securities regulatory authorities and is
expected to be delivered to HARS shareholders in late May or early
June. The offer must allow at least 35 days for shareholder acceptance.
In business for more than 20 years, VIP International is one of the
world's largest third party hotel representation and reservation
service providers. VIP provides GDS (global distribution system) and
Internet distribution, along with reservation services to more than
2,000 independent hotels, small hotel chains, and independent car
rental companies. During the last two years, VIP added 631 new
hotel properties, more than half in Europe, and five independent car rental
companies to its customer portfolio.
Pegasus Solutions Chief Executive Officer and Chairman of the Board
John F. Davis, III said, "We are impressed with VIP's growth and
performance and believe it would be an excellent complement to our
current Utell and Reservation Services businesses. VIP's portfolio of
properties should also provide cross selling opportunities for our
Commission Processing and PegasusCentral(TM) hospitality management
services." |
