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Rule 425 Filing
Filer: Quokka Sports, Inc.
Subject Company: Total Sports Inc.
Subject Company SEC File No.: 333-90905
BULL RUN CORPORATION INVESTEE, TOTAL SPORTS, TO BE SOLD TO QUOKKA SPORTS
ATLANTA, July 25 /PRNewswire/ -- Bull Run Corporation (Nasdaq: BULL)
affiliate, Total Sports Inc., has recently executed a definitive agreement with
Quokka Sports, Inc., whereby Quokka Sports would acquire Total Sports in a
transaction that the companies currently expect to close in October 2000. Under
the terms of the agreement, Quokka Sports will issue approximately 15 million
shares of its common stock in exchange for ownership of the privately-held Total
Sports, valuing the transaction at approximately $130 million. As a result of
this transaction, Bull Run will receive shares of Quokka Sports in exchange for
preferred stock and common stock of Total Sports currently held by Bull Run.
Bull Run currently has approximately a 10.6% ownership in Total Sports'
outstanding capital stock.
"This will be a very good transaction for both Total Sports and Quokka. The
companies' operations, technologies and other strengths are very complementary,
and there seem to be opportunities to substantially reduce the combined
operating costs of the organizations," said Robert S. Prather, President and CEO
of Bull Run. "Certainly, an exchange of our stock in a privately-held company
for a publicly-held stock will enhance the ability for investors to assess the
underlying value of our investment, as well as enhancing the liquidity of our
investment."
Through its primary operating business, wholly owned Host Communications, Inc.,
Bull Run is a sports and affinity marketing and management company. In addition
to Total Sports, Bull Run has significant investments in Gray Communications
Systems, Inc., owner and operator of 13 television stations and four newspapers;
Rawlings Sporting Goods Company, Inc. a leading supplier of team sports
equipment in North America; Sarkes Tarzian, Inc., owner and operator of two
television stations and four radio stations; and iHigh.com, Inc., developer of
an Internet network of web sites devoted to high school sports and activities.
Datasouth Computer Corporation, a computer printer manufacturer, also operates
as a wholly owned subsidiary of Bull Run.
Investors are urged to read documents relevant to the acquisition described in
this announcement that are filed with or that will be filed with the U.S.
Securities and Exchange Commission ("SEC") because they contain important
information about the acquisition. After they are filed with the SEC, the
relevant documents can be obtained at no cost on the SEC's web site at
http://www.sec.gov. Upon request, Quokka Sports, Inc. will also provide at no
cost, when available, the prospectus filed in connection with the registration
of the shares to be issued in the acquisition by contacting Quokka Sports, Inc.
by phone at (415) 908-3800, or by mail at Quokka Sports, Inc., 525 Brannan
Street, Ground Floor, San Francisco, CA 94107, Attention: Investor Relations.
SOURCE: Bull Run Corporation
