Omega Executes Letter of Intent With Commercial Real Estate Developer; With Assets of $1 Billion
Omega Commercial Finance Corporation (OTCBB: OCFN) has executed a Letter of Intent for a "Plan and Agreement of Merger" with a major owner and development company in California. Present assets under consideration for the transaction are estimated at $1 billion. Their merger will consist of a combination of cash and stock, and will be handled by OCFN's security counsel, Gregg E. Jaclin, Esq., Anslow & Jaclin, LLP. Richard Hawkins & Associates, a Los Angeles-based certified accounting firm, will be handling the audit of the financials necessary for consolidation with OCFN. Preliminary estimates of market value of the real estate holdings approximate $1 billion. Complete appraisal analysis will be undertaken by a MAI certified appraiser and credentialed advisors. Omega anticipates that the merger can be perfected upon completion of the audit and due diligence of the merger candidate. This process will include, but not be limited to, review of tax return filings, financial statement documentation, feasibility study, environmental reviews, and abstracts of title.
Since OCFN began trading on the NASDAQ OTC Bulletin Board on January 18, 2008, one of the major objectives has been to increase its shareholders value through strategic alliances. Companies with substantial commercial real estate holdings are considered, because these synergistic mergers will enable OCFN to implement a formidable balance sheet lending platform. When the proposed merger is completed, with consideration of the current estimated real estate value of $1 billion, and outstanding common shares of 35 million, the post consolidated balance sheet will have an estimated tangible book value of approximately $28.57 per share. The current OCFN book value has been weak due to the absence of commercial real estate holding. Moreover, management believes that if the merger does become effective, OCFN will meet two of the four "Standard" to apply for the American Stock Exchange listing. Still there is no guarantee of OCFN's acceptance by the AMEX, but more than possible. The Company plans to prudently leverage the use of the post merger Balance Sheet's book value for the origination of diversified, risk adjusted, short to mid term high/yield debt commercial real estate loans; consisting of office, industrial, retail, hotel and resort destination properties. Additional, global joint venture development projects will also be entertained and evaluated.
This is an opportune time for OCFN in the presence of a credit crisis and associated tightening of traditional bank's financing guidelines. The cumulative result of these economic issues is a scarcity of funds for middle market borrowers seeking commercial real estate financing. There is, concurrently, a growing number of "cash deprived, but land rich," development companies seeking liquidity. Hence, Jon S. Cummings, IV, President/CEO and the respective Board of Directors for OCFN believe that their shareholders, as well as those of the candidate Company, will be well served by this merger and poised to serve all parties for the continuing future.
Safe Harbor Statement: 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.
Contact:
Omega Commercial Finance Corp.
(305) 677-0306
