ALJJ

 
Common Stock
Nasdaq
 

OTC Disclosure & News Service

 

YOUTHSTREAM MEDIA NETWORKS, INC. CHANGES ITS NAME TO ALJ REGIONAL HOLDINGS, INC., CHANGES ITS ACCOUNTANT AND REPURCHASES AN OUTSTANDING NOTE

Nov 03, 2006

OTC Disclosure & News Service

- New York, NY, November 3, 2006 - YouthStream Media Networks, Inc. (YSTM) announced today that it has changed its name to ALJ Regional Holdings, Inc. The name change was effected through a merger transaction pursuant to which the Company's wholly owned subsidiary ALJ Merger Sub, Inc. was merged with and into the Company with the Company as the surviving entity. In connection with changing its name, the Company has also requested a new trading symbol. The Company will issue a press release announcing the new trading symbol as soon as it is issued by Nasdaq. The Company also announced that it has dismissed Weinberg & Company, P.A. ("Weinberg") as its independent accountant. The Company has engaged Mountjoy & Bressler, LLP ("Mountjoy") to audit its operating subsidiary KES Acquisition Company, LLC ("KES") and will release the financial statements prepared by Mountjoy through the Pink Sheets News Service. The Company will also issue consolidated financial statements for the Company that are prepared and certified by management. The Company determined that since the majority of its financial operations are at the KES level, with the primary expenses at the Company level being officers' salaries and legal fees and the only income at the Company level being tax sharing payments, it was more cost-effective to limit the audit to KES. The decision to dismiss Weinberg was made by the Company's Board of Directors. Weinberg's opinions for both of the fiscal years ended September 30, 2004 and 2005 were qualified as to uncertainty with respect to the Company's ability to continue as a going concern. There were no disagreements with Weinberg on any matter of accounting principles or practices, financial statement disclosure or an auditing scope or procedure, which disagreements, if not resolved to Weinberg's satisfaction, would have caused Weinberg to make reference to the subject matter of the disagreements in connection with its reports. On September 29, 2006, the Company entered into a Note Repurchase Agreement (the "Note Repurchase Agreement") with Interequity Capital Partners, L.P. ("Interequity") for the repurchase of the Promissory Note issued by the Company to Interequity on January 23, 2003, as amended by Amendment No. 1 to such note dated June 9, 2003, in the original principal amount of One Million Dollars (the "Note"). Pursuant to the Note Repurchase Agreement, the Company repurchased the Note for aggregate consideration of Five Hundred Fifty Thousand Dollars (the "Purchase Price"), a significant discount from the outstanding balance. Interequity is subject to receivership in the United States District Court for the Southern District of New York, and sold the Note to the Company in the process of liquidating its assets. The Note Repurchase Agreement was approved by Interequity's receiver. Pursuant to the Note Repurchase Agreement, the Company paid Two Hundred Thousand Dollars of the Purchase Price on the signing of the Note Repurchase Agreement and will pay the remaining Three Hundred and Fifty Thousand Dollar balance of the Purchase Price on or before November 7, 2006. Certain statements in this news release are forward-looking statements that involve a number of risks and uncertainties. These forward-looking statements include, but are not limited to, statements and predictions regarding the company's ability to continue as a going concern and to achieve a cost savings from limiting the audit to KES. Additional forward-looking statements include any other statement that is not historical fact, including any statement which is preceded by the words "will," "plan," "expect," "estimate," "aim," or similar words. Actual events or results may differ materially from the company's expectations. Important factors that could cause actual results to differ materially from those stated or implied by the company's forward-looking statements include the company's history of losses, the uncertainty of tax sharing payments, the impact of changes in demand for the company's products, and other risks detailed from time to time in the company's financial reports available through the Pink Sheets News Service, including its Annual Report for the fiscal year ended September 30, 2005. These forward-looking statements represent the company's judgment as of the date of this release. The company disclaims any intent or obligation to update these forward-looking statements.

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