Press Release: 800 Travel Systems, Inc.
May 6, 2002
TAMPA, FL -- 800 Travel Systems, Inc. (the "Company') (Pink Sheets:IFLYQ) announced yesterday that on May
2, 2002 it entered into an asset purchase agreement (the "Purchase Agreement") with Resort Reservations
Network, Inc. ("Resort"). Pursuant to the Purchase Agreement the Company, as debtor in possession, has
agreed to sell substantially all of its assets, including the Company's wholly owned subsidiary Prestige Travel
Systems, Inc. to Resort for aggregate cash consideration of $2,400,000 (the "Purchase Price"), subject
to higher qualifying bids being received in accordance with proposed bidding procedures (the "Bidding Procedures")
and approval of the Bankruptcy Court.
As previously announced the Company filed a voluntary petition on March 22, 2002 for reorganization relief under
Chapter 11 of the U.S. Bankruptcy Code (the "Code"). Following the filing of the petition the Company
engaged in negotiations with several interested parties which culminated in the Company entering into the Purchase
Agreement.
Pursuant to the Code, sales of property not in the ordinary course of business may be by private sale or by public
auction. The Company included the requirement of the Bidding Procedures to maximize the realizable value of its
property for the benefit of creditors and other potential interested parties. Under the Bidding Procedures, any
interested purchaser is required to submit a competing qualifying bid to the Company on or before 4:00 p.m. (prevailing
Florida time) on May 17, 2002. If the Company receives a timely qualifying bid the Company will thereafter conduct
an auction on May 20, 2002.
A hearing in the Bankruptcy Court for the approval of the Bidding Procedures is scheduled for Monday, May 13, 2002
at 4:00 p.m. (prevailing Florida time) and the hearing for the approval and authorization of the sale is scheduled
for Wednesday, May 22, 2002 at 4:00 p.m. (prevailing Florida time). The hearings will be held in Courtroom 8A of
the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, located at Sam M. Gibbons U.S. Courthouse,
801 North Florida Avenue, Tampa, Florida 33602.
The deadline for filing written objections with the Bankruptcy Court to the Bidding Procedures is Friday, May 10,
2002 at 4:00 p.m. (prevailing Florida time) and the deadline for filing written objections with the Bankruptcy
Court to the sale is Tuesday, May 21, 2002 at 4:00 p.m (prevailing Florida time).
Interested parties may obtain a copy of the Company's motion filed with the Bankruptcy Court, which includes the
Bidding Procedures, Purchase Agreement and other information, through the U.S. Securities and Exchange Commission's
Internet worldwide website at "http://www.sec.gov" from the Company's
corresponding Form 8-K to be filed.
Upon the consummation and conclusion of the sale of the Company's assets either to Resort or to another qualifying
bidder, the Company is expected to no longer have any operations. The Company currently has liabilities and creditor
claims of approximately $4,000,000 with some claims being subject to dispute and the amount of other claims yet
to be determined by the Bankruptcy Court. Based upon the anticipated purchase price for the Company's assets and
the amount of the liabilities, creditor claims and administrative expenses, the Company does not believe that it
will have funds to pay any amount to its equity security holders.
Forward-looking and cautionary statements
This press release contains statements which may constitute forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended.
This press release may include forward-looking statements that do not refer strictly to historical results or actions,
which although believed to be reasonable, are inherently uncertain and difficult to predict. Such statements are
subject to certain risks and uncertainties inherent in 800 Travel Systems' business and investors and prospective
investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve
risks and uncertainties and that actual results may differ materially from those projected as a result of various
factors as set forth from time to time in the Company's filings with the SEC. The Company undertakes no obligation
to publicly update or revise the forward-looking statements made in this press release to reflect events or circumstances
after the date of this press release or to reflect the occurrence of unanticipated events.
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Contact:
800 Travel Systems, Inc., Tampa, FL
Michael Gaggi, 813/342-3937
IFLYINFO@800TRAVELSYSTEMS.COM