PARAMARK ENTERPRISES INC
8-K, EX-99.5, 2000-10-18
BAKERY PRODUCTS
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                                                                    Exhibit 99.5
                                  NEWS RELEASE
Paramark Enterprises, Inc.
One Harmon Plaza
Secaucus, NJ  07094
Media Contact:    Alan Gottlich             (201) 422-0910  Ext. 18

          PARAMARK ENTERPRISES, INC. ANNOUNCES EXECUTION OF AGREEMENTS

         Secaucus,  N.J.  -  October  18,  2000  -  Paramark  Enterprises,  Inc.
("Paramark")  announced  today  that  it has  entered  into  an  asset  purchase
agreement  (the "Rich  Products  Agreement")  with Rich  Products  Manufacturing
Corporation  ("Rich  Products"),  pursuant to which the  Paramark  will sell its
bakery operations located in El Cajon, California which represents a majority of
the  Paramark's  operating  assets.  Paramark also announced that it has entered
into a license  agreement with Rich Products  through which the Company  granted
Rich  Products  a license  to assume  full  operational  control of the El Cajon
bakery facility as of October 9, 2000.

         The Rich Products  Agreement  provides for a purchase price aggregating
$2,182,750 inclusive of payment for inventory. The aggregate purchase price will
be paid as follows: $182,750 by October 20, 2000, $1,000,000 upon the closing of
the Rich Products Agreement,  $1,000,000 payable in semiannual installments over
a  period  of four (4)  years.  Rich  Products  is also  assuming  approximately
$285,000  in  equipment  lease  related  debt  pursuant  to  the  Rich  Products
Agreement.

         Paramark also announced that it has entered into an assets purchase and
sale  agreement (the "Brooks Street  Agreement")  with Brooks Street  Companies,
Inc. ("Brooks Street"),  pursuant to which the Company sold the remainder of its
bakery operations to Brooks Street.

         The Brooks Street  Agreement  provided for a purchase price in the form
of the assumption by Brooks Street of  approximately  $75,000 in equipment lease
related  debt,  the  purchase  of  inventory  by Brooks  Street in the amount of
$12,500 and the agreement by Brooks Street to make royalty payments to Paramark,
over a period of four (4) years equal, to 5% of net sales of pull-apart cakes to
existing  customers of Paramark plus 1 1/2% of net sales of pull-apart  cakes to
new customers of Brooks Street. The closings of both transactions are subject to
certain conditions precedent including the approval of Paramark's  shareholders,
although  both  Rich  Products  and  Brooks  Street  have been  given  immediate
conditional  control  over the  assets  they  are  respectively  acquiring  from
Paramark.


<PAGE>

         Following the closings of these transactions  outlined above,  Paramark
currently  intends to  liquidate  pursuant  to a plan of  liquidation.  Paramark
intends to use the net proceeds  received  from the Rich Products and the Brooks
Street transactions as follows:  $1,332,750 towards the reduction of outstanding
indebtedness,  $125,000  towards  the  expenses  of the  transactions,  $225,000
towards working capital.  Paramark currently intends to distribute the remaining
net proceeds to it's  shareholders  over a period of four (4) years  pursuant to
the plan of  liquidation.  Following  completion of the Rich Products and Brooks
Street transactions and prior to implementing the plan of liquidation,  Paramark
intends to explore  various  options  available.  Paramark's  Board of Directors
reserves the right to terminate the plan of  liquidation  following  shareholder
approval to the extent any of the options  explored by Paramark are  financially
beneficial to Paramark's shareholders.

         Paramark is a publicly  held  company head  quartered in Secaucus,  New
Jersey,  whose common stock and Class B Warrants trade on the OTC Bulletin Board
under the symbols TJCI and TJCIZ respectively.

         Certain  statements  contained in this news release  regarding  matters
that are not historical facts are forward-looking  statements.  These statements
relate to future events or Paramark's future  performance.  These statements are
only  predictions.  Because such  forward-looking  statements  include risks and
uncertainties,  actual  results may differ  materially  from those  expressed or
implied by such  forward-looking  statements.  Factors  that could cause  actual
results to differ materially  include,  but are not limited to, the risk factors
listed in the Paramark's  Annual Report on Form 10-KSB for the fiscal year ended
December 31, 1999. Any of these risks and  uncertainties  could cause Paramark's
actual results to differ materially from historical earnings and those presently
anticipated or projected. As a result,  potential investors are cautioned not to
place undue reliance on any such forward-looking statements, which speak only as
of the date made.

                                       ###




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