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FEB -29 -2000 08:39 SD4J FACILITIES MANAGMENT 1 541 687 3686 P.15/24 <br /> utt., r.7, vv even v, ..v • ,w .,.,, -....� -.� ...,. ...... . �.. . _ ......... ♦w►,r �9vv� <br /> • IN- 9PoRTS INTERNATIONAL, LVC. A1TD SUBSIDIARY <br /> (A Development Swage Enceiprise) <br /> 00766 TO CONSOLIDATE/2 FI ANCI.LL STATEMENTS <br /> (Information at September 30, 1999 and the nine menthe <br /> ended September 30, 1999 i! unaudited) <br /> 1. ORGAST;Ar= <br /> In- Sports International, Inc. ( "In- Sports "), as w result of the reverse <br /> • acquisition with Perms crass corporation. ("Perot"), ±s engaged in the <br /> business of distributing and installing artificial prase surfaces for <br /> commercial. athletic, residential and child care appl (sometimes <br /> known as "artificial turf"). The pribcipal markets for In Sporte'e <br /> products and services is the Northeastern United States. <br /> Zn- Sports wan inCorpoxated on March 10, 1994 in the state of Delaware ds <br /> accredited and qualified bidder to meet cne requirements to to <br /> awarded certain artificial turf installation projects in she Stater <br /> of New York and Mew Jersey. The shares were valued at $1.60 on the <br /> 4ate of she transaction, as deaeribed above, eased on a 204 <br /> ova =ketabilit"y discount from the traded market price. <br /> Pursuant to the agreement Lilo Company has provided 500, 000, as <br /> working capital. to 7Sd•Car In order to increase the value of their <br /> performance bond from 51,000.000 to s:,000,eoo. in addition, the <br /> Company has agreed to enter into an empleymcre ;contract with Joseph <br /> Carevel.a to act as the Chief Executive Officer of Ed - Ca= and elect <br /> him to the Company's Board of directors. <br /> in addition. the Company pl.na to Form ad - Car Cons ruction. Inc. <br /> ( "SC- Carw), as a whClly owned aubeld.dry. for the exolu.Lve purpose <br /> of installing artificial tettt and related construction projects. <br /> The Company has recorded the total of $450,000 from the iaauance of <br /> common smock and the payment of working capital funds as start -up <br /> activity costa, in accordance with sop 98 - 5, "Repor.ing on the Cect <br /> of Sea.. - Activities." in the sccompanyifn£ statement of <br /> 4 operstietle <br /> Z• In November 1999. the Company signed a non binding letter of intent <br /> to acquire Avery Spores Turf, Inc. ("Avery'), a manufacturer cf <br /> anti .fieial turf, in exchange for S30o,000 in cash and 500.000 shares <br /> of restricted common stock for all cf the common stock of Avery. <br /> Pursuant to chip non- binding letter of latent the Company has <br /> adva=eed $300,000 in cash and issued sac,000 shares of common stock <br /> to George Avery, the controlling abareholder of Avery, as a <br /> refundable deposit toward full corci,deration for the acquisition, is <br /> consummated. In addition. the Company will conduct a due diligence <br /> araveseisseien of Avery and upon tatiefaeto=y completion of the that <br /> diligeaCe, the Company and Avery vt11 execute a final document and <br /> set a elosiho dace for this transaction. which will be no earlier <br /> than March 2000. <br />