Press Release: Senior Care Industries Inc.
October 18, 2001
LAGUNA BEACH, CA -- In a series of sweeping moves, designed to salvage a bankrupt Tri-National Development Corp.
(OTCBB:TNAV), as well as to protect creditors, shareholders and note holders of that company, management of Senior
Care Industries Inc. (OTCBB:SENC), yesterday announced a far reaching plan of reorganization of Tri-National.
Richard Mata, general counsel to Senior Care, said that the goal of Senior Care management is to protect the interests
of everyone with a stake in Tri-National. He said that today's action was a reaffirmation of Senior Care's intentions
to honor the commitments it made when it first launched its tender offer earlier this year to gain a majority interest
of Tri-National.
Mata said it was critical that the Tri-National reorganization plan, fashioned by Senior Care and other creditors,
be approved. ``Without this plan, or something close to it, our greatest fear is that the bankruptcy court may
quickly act to convert the Tri-National Chapter 11 filing into a Chapter 7 full scale liquidation.'' This could
happen, he said, if the bankruptcy court finds that Tri-National has no real assets on which to base a recovery
plan.
In a Chapter 7 filing, Mata noted, all of a company's assets are liquidated, with funds typically disbursed to
secured creditors leaving nothing for anyone else. ``That would leave nothing for the shareholders, smaller creditors,
or the more than 300 note holders who bought promissory notes with nine month due dates over two years ago. Today,
those note holders, who saw their $11.3 million investment disappear, now are owed $13.6 million after adding on
unpaid and long overdue interest.''
Bob Coberly, a Senior Care vice president, expanded on Mata's comment, stating that he has discovered that most
of the note holders are elderly senior citizens who were defrauded when they bought promissory notes believing
that they would be paid in nine months.
Tri-National didn't even bother to register these notes, either with the SEC or under state Blue Sky laws. That
precipitated regulatory action from a number of states, Coberly explained.
Senior Care intends to protect not only the note holders but other creditors, Coberly said, stating that the company
anticipates extending its tender offer to Tri-National shareholders, perhaps through the end of the year.
``Our goal is still to obtain 51% of the outstanding common shares of the company. In so doing,'' said Coberly,
``we would have a mandate for change, permitting the establishment of a subsidiary of Senior Care, with a management
structure that would be better able to complete building projects, achieve profitability, and maximize shareholder
value. We also believe this would send a clear signal to the bankruptcy court that our plan of reorganization for
Tri-National is best for the creditors and its shareholders.
``Senior Care has been pledged millions of dollars, including a multi-million dollar line of credit from a major
investment banking firm, to undertake this rescue effort,'' Coberly said. ``It has the support of major creditors
of Tri-National. Senior Care management continues to meet with Tri-National's principal judgment holders while
the bankruptcy case proceeds with the intent of carving out agreements fair to all creditors.''
Precise details of the reorganization plan will be released to the public only after they are presented to the
bankruptcy court, and could not be immediately discussed, Mata said.
Coberly added that Senior Care's continuing goal would be to focus on affordable housing construction for seniors.
He noted that under current FHA guidelines, home buyers can borrow up to 90% of the purchase price on affordable
homes that sell under $207,000 and even finance the 10% down payment at 6.5% interest. These guidelines are expected
to become even more friendly after Jan. 1, 2002, when buyers will be able to purchase affordable homes up to $150,000
with only 3% down and with an initial interest rate of 2.95% for the first three years of the loan.
``It's a very attractive market, and we believe the proven track record of Senior Care management could be a very
potent factor in guiding the new company to realize its full potential to tap into that marketplace,'' Coberly
concluded.
About Senior Care Industries
Senior Care Industries is a specialty real estate development firm constructing a focused portfolio of real estate
uniquely designed and located to meet the needs of a growing senior citizen population. The company develops and
constructs age-restricted projects that are on the cutting edge of design and efficiency.
In the future, Senior Care may acquire assisted living centers for seniors. Senior Care also continues to actively
seek land for development or existing large apartment complexes that can be converted to senior housing. For additional
information, see www.seniorcareind.com.
Forward-Looking Statements: This news release contains certain ``forward-looking'' statements within the meaning
of the Private Securities Litigation Reform Act of 1995, which provides a new ``safe harbor'' for these types of
statements. To the extent statements in this news release involve, without limitation, product development and
introduction plans, the company's expectations for growth, estimates of future revenues, expenses, profits, cash
flow, balance sheet items, sell-through or backlog, forecasts of demand or market trends for the company's product
categories and for the industries in which the company operates, or any other guidance on future periods, these
statements are forward-looking statements. Senior Care does not assume any obligation to update forward-looking
statements.
------------------------------------------
Contact:
Investor Relations Network
Tom Gavin, 909/279-8884