PCIE Signs Agreement to Acquire Third Rail

Binks Graval, co-founder of Third Rail, was elected Tuesday as chairman and chief executive officer of PCIE.

Third Rail produces a complete line of men's fashions and accessories, including snowboard hard and soft goods (snowboards and apparel). The clothing line has a broad appeal, ranging from hardcore to urban fashion markets, incorporating street, skate, snow, hip-hop, motorcross and punk-rock trends.

Currently, Third Rail has 3,000 domestic customer accounts, 14 European distributors and three Asian distributors located in Japan, Taiwan and Korea. In addition, Third Rail has license holders in Australia and Canada.

The 1995-96 winter sport season marked the beginning of Third Rail's production of snowboards. This resulted in an extremely successful season, with the sale of about 3,200 snowboards. Third Rail also distributed 19,000 snowboard garment units, resulting in about $1.8 million in sales.

During the same selling season, Third Rail sold 300,000 units of non-snowboard apparel, accounting for about $3.8 million in additional sales. Third Rail plans on all future snowboard sales to incorporate Crush's T-Bone(tm) binding as well as the specially designed T-Bone compatible boot.

Crush acquired Third Rail for a combination of a note, cash and PCIE stock, which was valued by Third Rail management at $3 per share. The total consideration is based on a formula derived from Third Rail's profitability over the next 12 months.

"Two of Third Rail's Pro riders win first and second place during the '95-96 season in a snowboard competition in Europe," said Richard Perkins, president and chief executive officer of Crush. "This type of industry exposure will be a huge benefit to Crush.

"Third Rail's worldwide `brand name' awareness is based upon superior quality and design innovation as well as the ability to conceptualize and distribute marketable products. These crucial attributes are a central factor in our long-term growth and acquisition strategy.

"We expect this and other acquisitions to strengthen and diversify our basis for revenue growth by complementing and accelerating our product introduction strategy.

"Binks Graval, as the new chairman/CEO of PCIE, will provide Crush with a lifetime of diversified business skills and industry experience. Our joint focus will be to bring to market complete product lines of apparel and accessories to be sold with our snowboard boots and bindings, backpacks, in-line skate, mountain bike and motorcycle products."

"We are pleased to have executed this agreement," said Graval, co-founder of Third Rail. "We believe that the synergy between our companies will produce accelerated growth and increased profitability.

"This synergy will provide snowboarders with a complete snowboarding package, including innovative garments as well as the combined proprietary technologies of the T-Bone binding and the Third Rail snowboard. The snowboarder will now have an opportunity to purchase cutting-edge garments and up-to-the-minute snowboarding technologies from a single source."

The PCIE board of directors has approved the merger with Third Rail and expects overwhelming majority shareholder approval at its annual shareholder meeting in August 1996.

Crush Innovative Sports Systems, a wholly owned subsidiary of Pacific International Enterprises, develops sports-related products, based on its proprietary "quick release" fastening technology, for rapidly growing markets, including snowboarding and in-line skating.

Crush products address the deficiencies of current products by providing superior levels of performance, comfort and convenience.

CONTACT:

Crush Innovative Sports Systems

Richard Perkins, 714/816-0200

or

Woodbridge & Associates

800/824-4011 or 714/251-3436