News | February 15, 2001

Sunhawk.com acquires A.N.N. Automation

Source: Stardrive Solutions Inc.
Agoura Hills, California – Stardrive Solutions Inc., a privately-held, Southern California-based company that produces and Deploys digital video asset and resource management systems, currently for the news broadcast industry, announced today that it has signed a non-binding letter of intent with Sunhawk.com, ("Sunhawk"), an Internet digital asset management and digital publishing company. The proposed transaction calls for Sunhawk to acquire all the outstanding stock of A.N.N. in exchange for 36% of Sunhawk's outstanding stock on a post-transaction basis, andup to an additional 10% of Sunhawk's stock if certain revenue targets are met.

The transaction is subject to the completion of the sale of Sunhawk's digital sheet music business to Marlin J. Eller, chief executive officer, and a definitive acquisition agreement, as well as board and shareholder approval.

Upon closing of the transaction, it is intended that the executive team of A.N.N. currently composed of David Griffith (chairman/CEO), Matthew Whealen (CFO), Mark Gibbs (CTO) and Gail Jordan (executive VP sales and marketing), will assume leadership of the newly merged company. It is further intended that upon closing, Sunhawk will be renamed and operations will be based in Los Angeles, California and, as is currently the case, London, England.

The sale to Eller is subject to shareholder approval and other conditions. Upon the closing of the transaction, Eller will resign his position as an officer of Sunhawk. Pending the closing, the digital sheet music business will be run pursuant to an operating agreement between Sunhawk and a new company formed by Eller.

Addressing the opportunities available to a merged Sunhawk/A.N.N. company, David Griffith said, "The contemplated merger appears to be a textbook strategy for enhancing shareholder value in the short term. After spinning off the sheet music business and its attendant costs, our combined company will have complementary international current and target customers, synergistic technologies and a great historical platform to be a major player in Digital Asset Management solutions. Working capital is expected to be utilized for quick ‘build-out' of our merged businesses rather than for ‘fixing' or ‘initial building'. As a result, we are very enthused about the near-term prospects of this initiative."

Commenting on Eller's decision to acquire the digital sheet music business and leave the company, David Powell, president of Sunhawk's Copyright Control Services subsidiary, said, "Marlin led the effort to create Sunhawk in 1992, played the leading role in our initial public offering, and built the foundation for the company's endeavors in digital rights and asset management and digital publishing. His talent, experience, and enthusiasm are respected by everyone in the company. We appreciate the leadership Marlin provided during our company's early years and wish him well in his future endeavors."

Powell added, "This spin-off transaction benefits both Sunhawk and the digital sheet music division of the company that Eller is purchasing, and the immediate beneficiaries are our shareholders. Sunhawk will now have access to more resources with which to focus the company's efforts on broader areas and larger customer markets of digital asset management."

Separately, Sunhawk announced that Paul Bandrowski has resigned as a director of the company.