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SCHEDULE 14A
(RULE 14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
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<TABLE>
<S> <C>
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Only (as permitted by Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
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[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
</TABLE>
Triad Park, LLC
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(Name of Registrant as Specified In Its Charter)
The Kontrabecki Group, Inc.
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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FOR IMMEDIATE RELEASE --
FROM THE KONTRABECKI GROUP, INC.
Contacts:
John Kontrabecki
The Kontrabecki Group, Inc.
650-372-1222
Mark Harnett
MacKenzie Partners, inc.
212-929-5877
TKG FINALIZES FINANCING FOR
ACQUISITION OF TRIAD PARK
CHALLENGES BLUM GROUP
TO COME CLEAN ON FUNDING SOURCES
San Mateo, Calif. (March 24, 1998). The Kontrabecki Group, Inc. (TKG) today
announced that it had finalized and signed definitive financing agreements with
Lehman Brothers, a globally recognized investment banking firm, for all of the
financing required to complete TKG's pending acquisition of Triad Park, LLC
(ticker: TDPK). The documents, which have now been executed by both TKG and
Lehman Brothers, will be held in escrow pending approval of the merger by Triad
Park shareholders.
John Kontrabecki, president of TKG, said: "We are pleased to have completed
the documentation of our financing, as we said we would and when we said we
would. Triad Park shareholders have a crystal clear choice as they vote on TKG's
acquisition of Triad Park: a fully financed offer from TKG, or a pie-in-the-sky
promise of a long and risky wait for the possibility of a few pennies more from
Richard C. Blum & Associates, which couldn't complete its last deal for Triad
Park and still hasn't told shareholders where all of the money will come from
now."
The special meeting of Triad Park shareholders to vote on the acquisition
by TKG is scheduled for Saturday, March 28. TKG plans to complete its
acquisition of Triad Park as soon as possible following shareholder approval and
in any event not later than March 31. Triad Park shareholders will then receive
$1.65125 for each of their shares of Triad Park promptly after submitting their
shares and standard exchange documents.
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Separately, TKG announced that it is seeking an immediate injunction in
federal court against the Blum group to force the Blum group to make immediate
full disclosure of the funding sources for its new bid for Triad Park.
TKG's request for a temporary restraining order is pending before the U.S.
District Court for the Northern District of California. TKG last week filed suit
against the Blum group for failing to disclose information specifically required
by federal securities law.
The Blum group late last week filed a new amendment to its Schedule 13D in
which it stated that funding for its bid would come from a number of unnamed
sources, including an unnamed "insurance company supported organization" and
"five other" unnamed "investors." Together, these unnamed sources account for
$5.02 million or nearly 14% of the Blum group's bid. Earlier this month, the
Blum group admitted in a filing with the Securities and Exchange Commission that
the funding sources for its previous unsuccessful bid for Triad Park would no
longer be supporting the Blum group's new bid.
Said Kontrabecki: "Who do they think they're fooling? Triad Park
shareholders should ask themselves:
o Who are the Blum group's unnamed new mystery investors? What and who is the
"insurance company supported organization"? Why haven't they been named?
o Why are the Blum group's old institutional funding sources out of the deal?
And why don't we see the names of any significant institutions in the new
funding group?
o What sort of "commitments" does the Blum group really have? Just how weak
are they? And what are the conditions on the commitments? Have they even
finished their due diligence?
o If the Blum group had definitive agreements, or even firm written
commitments, for all of the funding they need, they were required to file
them with the SEC and disclose them to Triad Park shareholders. The fact
that the Blum group hasn't filed any definitive financing documents or
commitments for its bid speaks volumes.
o Will the so-called "equity" participants in the Blum group's deal be
borrowing the money for their equity contributions? If so, who will be
lending them the money, and under what conditions and contingencies?"
"Triad Park shareholders need to ask themselves whether the Blum group's
money will really be there if shareholders vote down TKG's merger agreement
with Triad Park. By contrast, TKG's merger agreement is fully financed."
TRIAD PARK SHAREHOLDERS ARE URGED TO SIGN, DATE AND RETURN THEIR PROXY
CARDS MARKED FOR THE TKG-TRIAD PARK MERGER.
For additional information, please contact Mark Harnett of MacKenzie
Partners at 212-929-5877 or John Kontrabecki of TKG at 650-372-1222.
