NEWS RELEASE TRANSMITTED BY CANADIAN CORPORATE NEWS
FOR: DEVELCON ELECTRONICS LTD.
TSE SYMBOL: DLC
APRIL 5, 1999
Develcon Announces Amendment of Agreement with Vianet
TORONTO, ONTARIO--Develcon Electronics Ltd. today announced that it has signed an amendment to its previous agreement dated February 12, 1999 with Vianet Technologies, Inc. The changes to the original agreement result from the merger of Vianet with Radar Resources, Inc. and the resulting difference in the capitalization of Vianet from that anticipated during the earlier negotiations between Develcon and Vianet. The net effect of the amendment is to ensure that existing Develcon securityholders will receive the proportion of Vianet equity which was previously agreed.
Under the terms of the amendment:
- Develcon shareholders will receive one common share of Vianet for every 30.75 common shares of Develcon held by them instead of 123 shares provided for in the previous agreement.
- Holders of convertible debentures will receive .195 common shares of Vianet for each $1.00 principal amount of convertible debentures held by them rather than .04875 shares provided for in the previous agreement.
- Holders of warrants and options of Develcon will obtain warrants or options to acquire Vianet shares on appropriately adjusted terms.
- Holders of convertible debentures and holders of Develcon common shares who receive 8,000 or more Vianet common shares, as compared to 2,000 shares in the previous agreement, will be subject to resale restrictions with respect to the Vianet shares received by them.
Develcon (TSE: DLC) is a global provider of enterprise network solutions and LAN/WAN connectivity. The Company is dedicated to uniting business and technology by delivering innovative products, providing world class customer service and meeting the needs of today's advanced business environments. Telephone companies, PTT's, Internet Service Providers, Banks, Governments and Enterprise clients around the world have implemented Develcon's networking solutions for core switching, edge network access and mission critical branch office applications. On February 16th 1999 Develcon announced that it had entered into an agreement with Vianet Technologies, Inc. of New York, NY, whereby Develcon will merge with a subsidiary company of Vianet. Shareholder approval for this transaction will be sought by the middle of May 1999. |