Global TeleMedia International Bids $45 Million for Data Exchange Inc. and MessagePilot
NEWPORT BEACH, Calif.--(BUSINESS WIRE)--March 27, 2000--
Global TeleMedia President Jonathon Bentley-Stevens announced today that he has tendered a formal offer to acquire 100% of Data Exchange Inc. on behalf of Global TeleMedia
Global TeleMedia International, Inc. (OTC: BB: GTMI) ("GTMI") President Jonathon Bentley-Stevens announced today that following the GTMI-sponsored International Technology and E-Commerce Conference, held in New York March 20-22, 2000, he made a cash and stock offer totaling $45 million on behalf of GTMI to purchase Data Exchange Inc., a Texas corporation based in the Dallas Telecom corridor. The purchase offer includes the Company's MessagePilot(TM) product and related patents (pending) and trademarks.
Mr. Bentley-Stevens said, "Last week's conference provided a forum conducive to in-depth discussions with the principals of Data Exchange. Throughout the conference, attended by the principals of all BentleyTel.com subsidiaries, Data Exchange executives, and senior industry specialists, we jointly explored the many synergies between the companies, and the extensive markets that could be addressed by the blend of technology and management between the two companies and the GTMI subsidiaries. It was one of those moments where the opportunity existed and an offer was extended to Ken Heffner, President & CEO of Data Exchange, Inc., to acquire the business and the rights to the MessagePilot(TM) product. We believe this addition to the Global Telemedia family will better position us to accelerate the development of network hosted, business-to-business products, business-to-consumer products, and E-commerce solutions, allowing us increase our presence in these rapidly growing markets."
Ken Heffner, President & CEO of Data Exchange, Inc. concurs. He stated, "The union of GTMI and Data Exchange is designed to capitalize on the operational and revenue generation expertise of the emerging GTMI technology business units and the product development and marketing expertise of the existing Data Exchange organization."
The two major shareholders of Global TeleMedia, shareholders Jonathon Bentley-Stevens and Regina Peralta, had registered (offer for sale) an amount of their personal stock previously to an equity partner for capital infusion and will offer part cash with additional shares to Data Exchange to complete this transaction. During the three-day conference where the idea of the acquisition was discussed, the offer was extended to use the personally held shares of the major GTMI shareholders, and to create an escrow to hold these shares pending approval of the transaction by each company's respective shareholders. This would allow the acquisition activities to proceed while making the final approval of the transaction contingent upon shareholder approval. Following those approvals, both major GTMI shareholders agreed to issue to Data Exchange, Inc. the necessary number of 144 restricted shares from their personal holdings to complete the transaction. The major GTMI shareholders would then be issued replacement restricted GTMI shares which, by the terms of the final agreement, they would immediately retire. The effective result of this agreement is that Global TeleMedia International would acquire Data Exchange, Inc., including rights and patents (pending) to MessagePilot(TM), as a wholly owned GTMI subsidiary. The GTMI shareholders would not be diluted as a result of this transaction.
President Jonathon Bentley-Stevens said, "I believe that GTMI shareholders are aware that, in accepting responsibility to rebuild this company and restore the confidence of around 8,000 GTMI shareholders, Ms. Peralta and I also have had to make significant sacrifices along the way. We immediately understood that by investing personal capital to successfully resolve many of the company's pre-existing legal problems, we would effectively be rebuilding both the values in this stock and the confidence of the shareholders. I am pleased to say we have made great strides in accomplishing these goals. The GTMI share value has steadily increased in recent months and it is our belief that this growth, along with acquisitions of the nature of the proposed Data Exchange deal, will attract new investors. Recently we have been approached with new collaborative global opportunities from companies in Canada, Miami, Malaysia, and Australia. In acquiring Data Exchange and the existing senior management team, with extensive experience with such industry giants as MCI, Sprint, and Nortel, we have unsurpassed strength in our organization to evaluate newly offered technologies, how an acquired technology may fit into our overall plans, and how either acquiring and/or building new technological solutions will maximize shareholder value. I believe the mainstream investor market will recognize the offer for Data Exchange, and our willingness to pursue other deals like this, as an incredible recipe for success."
Global TeleMedia International, Inc., located in Newport Beach, California through its BentleyTel.com subsidiary, is a leading developer of interactive software for complex E-commerce solutions, multi-media and high speed Internet and wireless communication systems, including international & long distance Voice over IP, LAN VPN (Virtual Private Network), ISP, Virtual ISP, and PC-PC, PC-Phone transmission of data and voice. It also owns manufacturing and, telecom, ISP, and software development facilities in Australia, Malaysia and the Philippines.
This press release contains forward-looking statements. All such statements involve risks and uncertainties, including, without limitation, the risks detailed in Global TeleMedia's filings and reports with the Securities and Exchange Commission. Such statements are only predictions and actual events or results may differ materially.
This release and prior releases are available on the KCSA Public Relations Worldwide Web site at www.kcsa.com.
CONTACT: KCSA
Robert Giordano/Daniel Stepanek
(212) 896-1289/1202
rgiordano@kcsa.com / dstepanek@kcsa.com
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