Fountain/Mercury/Baja
#1
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Fountain/Mercury/Baja
If Merc owns Fountain (or much of it anyway) and Brunswick owns Merc and Brunswick owns Baja then how did Fountain buy Baja?
Anyone know the story?
Anyone know the story?
#2
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I'm guessing it's Brunswick playing a shell game.
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They are publicly traded companies......they still maintain their own board of directors etc. They can go in the direction they choose. There is no telling what percentage of these companies stock are owned by another.
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Here's the deal right out of Fountain's 10-Q:
On May 28, 2008 the Baja by Fountain, Inc. subsidiary borrowed $4 million from
the Baja Marine Corporation (“Baja”) to finance the acquisition of certain
assets from Baja. This indebtedness is evidenced by a promissory note (the “
Baja Note”) issued to Baja Marine Corporation pursuant to the Asset Purchase
Agreement and in connection with the Engine Supply Agreement between the Company
and the Brunswick Corporation. The Baja Note is guaranteed by Fountain Powerboat
Industries, Inc. and is secured by the assets purchased from Baja and certain
replacement assets Baja By Fountain, Inc. acquires or develops in the future, if
the assets are used solely to manufacture and sell boats under the Baja name.
The Baja Note bears 7% annual interest. No principal or interest is due under
the Note until June 30, 2020. At that time, the Note will be cancelled without
payment by the Company, if the Company has not defaulted on its obligations to
the Brunswick Corporation. In addition to normal cross default provisions common
in promissory notes, breach by the Company of either of the two Engine Supply
Agreements described in Note 4 of this Report would cause all principal and
interest under the Note to become due.
On May 28, 2008 the Baja by Fountain, Inc. subsidiary borrowed $4 million from
the Baja Marine Corporation (“Baja”) to finance the acquisition of certain
assets from Baja. This indebtedness is evidenced by a promissory note (the “
Baja Note”) issued to Baja Marine Corporation pursuant to the Asset Purchase
Agreement and in connection with the Engine Supply Agreement between the Company
and the Brunswick Corporation. The Baja Note is guaranteed by Fountain Powerboat
Industries, Inc. and is secured by the assets purchased from Baja and certain
replacement assets Baja By Fountain, Inc. acquires or develops in the future, if
the assets are used solely to manufacture and sell boats under the Baja name.
The Baja Note bears 7% annual interest. No principal or interest is due under
the Note until June 30, 2020. At that time, the Note will be cancelled without
payment by the Company, if the Company has not defaulted on its obligations to
the Brunswick Corporation. In addition to normal cross default provisions common
in promissory notes, breach by the Company of either of the two Engine Supply
Agreements described in Note 4 of this Report would cause all principal and
interest under the Note to become due.