LOS ANGELES, Sept. 9 /PRNewswire-FirstCall/ -- AVP, Inc.
(OTC Bulletin Board: AVPI) ("the Company"), a lifestyle sports entertainment
company focused on professional beach volleyball, announced today the
completion of a $3.5 million private placement financing from RJSM Partners,
LLC. RJSM Partners, LLC is an investment company specializing in sports and
entertainment with a focus in high value content properties. The new funds
will be primarily used for working capital and the continued expansion of the
Company's lifestyle sports entertainment offerings in professional beach
volleyball.
The financing consists of approximately $2.8 million in aggregate
principal amount of the Company's convertible debt, convertible into common
stock at $.50 per share, and 50,000 shares of the Company's Series B Preferred
Stock (which convert into more than one common share). Interest earned on the
convertible debt represents a liquidation preference and is payable only upon
a liquidation event. Upon full conversion of both instruments, RJSM will
beneficially own approximately 7 million shares of common stock, all of which
they can vote upon closing. In connection with its investment RJSM will be
entitled to appoint two directors. The financing will be funded in two
tranches, with the Company receiving $2.5 million on September 8, 2008 and
RJSM receiving the Series B Preferred Stock and voting rights in approximately
3.6 million common shares, and an additional $1 million by September 15, 2008
whereby RJSM receives voting rights in the remaining common shares.
The Company also announced that the number of members on its board of
directors will be reduced from nine to five and the resignation of five of the
Company's directors. Effective at the closing of the financing, the Company's
board of directors will consist of Leonard Armato (Chairman), Jason Hodell,
Nick Toor, Mike Pearce, and Justin Kamm.
The Company also announced the permanent hiring of director Jason Hodell
as its COO and CFO. Mr. Hodell is a West Point and Wharton Business School
graduate. He has experience as an Army Infantry Officer, M&A investment
banker with J.P. Morgan, corporate turnaround executive, and hedge fund
manager. He joined the Company's board of directors on May 5, 2008 and has
previously served as Chairman of the Audit Committee. Mr. Hodell has also
competed in AVP events.
"The AVP is a unique, valuable, and immensely exciting sport seen or
experienced by millions of people annually," said Nick Lewin, managing member
of RJSM Partners, LLC. "We're delighted to be investing in AVP to expand the
reach and the breadth of this tremendous property."
"We are delighted to close this round of financing with RJSM. Not only
will this provide AVP with required working capital but RJSM includes a number
of investors who will be of great strategic value to AVP", said Leonard
Armato, AVP Chairman, CEO and Commissioner. "Coming off the momentum of the
Olympic Games, and the unprecedented success that beach volleyball and our AVP
Gold Medalists enjoyed, AVP looks forward to our future with tremendous
optimism. I am also pleased to have an executive the caliber of Jason Hodell
join us as we look to make our business model even more efficient while
capitalizing upon our increased momentum."
"Volleyball has been a special part of my life and I am thrilled to be
joining the AVP at an exciting time," said Jason Hodell, COO/CFO. "This
financing comes on the heels of Olympic success and leaves the AVP with
terrific opportunities to grow the sport and our franchise."
Additional details on the transaction will be provided in an upcoming Form
8-K filing with the Securities and Exchange Commission.
About AVP, Inc.
AVP, Inc. is a leading lifestyle sports entertainment company focused on
the production, marketing and distribution of professional beach volleyball
events worldwide. One of the fastest growing entities in the sports world, the
AVP operates two of the industry's most prominent national outdoor touring
series, the AVP Pro Beach Volleyball Tour (1983) and the AVP Hot Winter Nights
Indoor Tour (launched in 2008). The AVP is set to stage more than 35 events
throughout the United States in 2008 and features more than 150 of the top men
and women competitors in the sport. AVP athletes won both the women's and
men's gold medals at the 2008 Games in Beijing. AVP is headquartered in Los
Angeles, Calif., and the company's stock trades under the symbol AVPI on the
OTC Bulletin Board. For more information, please visit http://www.avp.com.
Forward Looking Statements
Some of the information in this press release may contain projections or
other forward-looking statements regarding future events or the future
financial performance of the Company. We wish to caution you that these
statements involve risks and uncertainties and actual results might differ
materially from those in the forward-looking statements, if we receive less
sponsorship and advertising revenue than anticipated, or if attendance is
adversely affected by unfavorable weather. Event-related expenses, such as
for the stadium, transportation and accommodations, or security might be
greater than expected; or marketing or administrative costs might be increased
by our hiring, not currently planned, of a particularly qualified prospect.
Additional factors have been detailed in the Company's filings with the
Securities and Exchange Commission, including our recent filings on Forms
10-KSB and 10-QSB.
SOURCE AVP, Inc.