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Senticore Increases Presence in the Timber Industry With Acquisition of Westar South America S.A.
2004-02-23 10:13 ET - News Release
HOLLYWOOD, FL -- (MARKET WIRE) -- 02/23/04
Senticore, Inc. (OTC BB: SNIO), a real estate holding company, announced today that management has executed a Plan of Merger Agreement and finalized the terms of its acquisition of Westar South America S.A. of Venezuela. Senticore is acquiring all of the issued and outstanding shares of Westar in a transaction intended to qualify as a tax free exchange pursuant to Section 368(a)(1)(B) of the internal revenue code. Westar South America SA will become a wholly owned subsidiary of Senticore, Inc.
The acquisition is valued at approximately $22 million, representing all the assets of Westar. "Audits have already been completed for Westar, therefore, we do not foresee any delays in concluding this transaction," stated Senticore President Carl Gessner. "We are extremely pleased to add Westar to our core holdings, as the company complements the operations of our other merger partner, Smith Forestal. Upon SEC approval of the pending merger transactions between Senticore and Westar and Smith Forestal, Senticore's net assets will increase to over $40 million."
"The acquisitions Senticore has made in the timber industry are strategic as the governments of both Venezuela and Costa Rica, unlike many other countries, permit the exporting of wood products from unprocessed round logs to finished goods. Moreover, the merger with Westar broadens our market acceptance in the industry as Pino Caribe, a soft wood, is more industrially versatile and is considered a multi-purpose wood. Melina, known also as white teak, produced by Senticore's other merger partner Smith Forestal is a semi-hardwood," added Gessner
Westar South America S.A., established in 1994, is a prominent name in the timber industry. The company's assets include 23,200 acres of Pino Caribe (otherwise known as Caribbean Pine) timber plantations, two large sawmills, equipment and inventory. Westar was recently awarded the right to harvest timber on an additional 10,000 acres of land from a government plantation in Venezuela.
Historically, Westar revenues have been derived by exporting products globally. Westar products include furniture, doors, moldings, metric sawn export timber, export logs, decking and industrial materials.
About Senticore:
Senticore, Inc. was restructured as a holding company in 2003 to effect the acquisition of businesses and their underlying real estate properties. Today, the company's specific concentration is in the following industries: timber plantations, land development, gas stations / convenient stores, and hotel/motels. In 2003, Senticore entered into a merger agreement with Smith Forestal, a Costa Rican timber company which controls 60,000 acres of Melina hardwood plantations near Golfito.
The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. Certain of the statements contained herein, which are not historical facts, are forward-looking statements with respect to events, the occurrence of which involve risks and uncertainties. These forward-looking statements may be impacted, either positively or negatively, by various factors. Information concerning potential factors that could affect the Company is detailed from time to time in the Company's reports filed with the Securities and Exchange Commission.
Senticore, Inc.
Investor Relations: Worldwide Financial Marketing
Phone (954) 360-9998
info@wwfinancial.com
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