Press Release-Monday January 29, 9:51 am Eastern Time
NCTI Subsidiary Makes First Internet Backbone Acquisition --Web
Factory
WESTPORT, Conn--(BUSINESS WIRE)--Jan. 29, 2001--NCT Networks, Inc. (``NCTN''), a wholly-owned subsidiary of NCT Group, Inc. (OTCBB: NCTI or the ``Company'') today announced the acquisition of Web Factory, Limited, (``Web Factory'') a provider of Internet services and backbone connectivity in the U.K., formerly owned by Teltran International Group, Ltd. (OTC Pink Sheets: TLTG). In consideration for the purchase, NCTN will pay a total of $2.4 million in cash including assumption of debt and $8.6 million in NCTN convertible preferred stock. Web Factory is now a wholly-owned subsidiary of NCTN.
``Our recent announcement regarding the investment of $2.5 million in NCT Networks, provided us the liquidity to make this acquisition,'' said Michael J. Parrella, chairman and CEO, NCTI. ``Because of the creation of NCTN, we were able to leverage the potential value of the NCTN shares and acquire a new business without any NCT Group, Inc. cash outlay or dilution to the NCT Group, Inc. shareholders. Additionally, we will be able to use the NCTN value structure advantageously, as we continue to acquire strong companies that are currently discounted
compared to their potential future value.'' With $2.1 million in revenue and 2,500 customers, Web Factory is poised for significant growth. This networking and e-service group provides a full line of connectivity solutions including products and services for Internet access, wide area Internet Protocol (``IP'') connectivity, virtual Internet Service Provider (``ISP'') network services, security, financial software and hosting services to the U.K. marketplace.
Mr. Parrella continued, ``The acquisition of Web Factory is a key component of our strategic initiative and represents our anchor in the U.K. for European connectivity. The Web Factory's capabilities, along with our recent acquisition of MidCore Software, help us create a highly competitive value proposition for enterprises worldwide. We will use Web Factory to establish an ''overnet`` capability worldwide in order to deliver our planned future service products.'' NCTN will deliver reliable broadband access that takes advantage of the best local access
technologies in each region while providing the customer with a single common network access platform across the world.
About Web Factory
Established in 1995, Web Factory is a provider of Internet technologies in the UK. Teltran acquired the Company in March 2000 and has assembled an extensive team of experts and professionals with numerous years of combined experience in consultancy and project management, networking and technical services programming and design in order to deliver top quality services to its customers. For more information refer to www.webfactory.co.uk
About Teltran International Group, Ltd.
Teltran is in the business of providing state of the art Internet and telecommunications related solutions to corporations, telecom carriers and individuals on a worldwide basis. Teltran is a public company with headquarters in New York and trades on the OTC Pink Sheets under the symbol TLTG. Teltran also owns the following subsidiaries: ChatOverIP.com - NY, NY; a strategic consulting group focusing on Internet communication solutions and digital multimedia, RecordsToGo.com - a joint venture with Antra Music, and ChannelNet, Ltd.
About NCT Networks, Inc.
NCTI subsidiary NCT Networks, Inc. has been formed to provide small and medium-sized enterprises, as well as remote workers and branch locations of large corporations, with a comprehensive range of highly-reliable and scalable global Internet access and networking services including backbone connection services, high-speed broadband access, virtual private networks, web hosting and design, server collocation, e-commerce, Voice over IP and other enhanced services. NCTN will accomplish this by acquiring ISP companies in strategic geographic areas and by making cooperative arrangements in other countries. Each country will be connected and will deliver data and voice on a fast overnet backbone while allowing complete access to the Internet when necessary. This strategy eliminates the time delays often associated with the Internet and reduces the costs for establishing secure office-to-office connectivity.
About NCT Group, Inc.
NCT Group, Inc. is a publicly-traded, high-tech company with operating subsidiaries in media and communications. NCT's strong technology base of using sound and signal waves to electronically reduce noise, improve signal-to-noise ratio and enhance sound quality, drives leading edge technological innovations in media, through its Distributed Media subsidiary, and communications, through its MidCore Software and Pro Tech subsidiaries, with a specific concentration on IP telephony applications. The Company's emerging technology incubation strategy nurtures development of NCT technologies and complementary technologies from outside developers. For more
information refer to www.nct-active.com <http://www.nct-active.com/>.
Cautionary Statement Regarding Forward-Looking Statements Certain information contained in this press release comprise forward-looking statements within the meaning of the Private Securities Litigation Act of 1995 (the ``Act''), which became law in December 1995. In order to obtain the benefits of the ``safe harbor'' provisions of the Act for any such forward-looking statements, the Company wishes to caution investors and prospective investors about significant factors, which among others, have in some cases affected the Company's actual results and are in the future likely to affect the Company's actual results and cause them to differ materially from those expressed in any such forward-looking statements. Investors and prospective investors should read this press release in conjunction with the Company's recent filings with the Securities and Exchange Commission available online in the EDGAR database at sec.gov.
Contact:
NCT Group, Inc.
Media:
Joanna Lipper
203/226-4447 ext. 3506
203/226-3123 (fax)
jlipper@nct-active.com
or
Investor:
Robert Onesti
203/226-4447 ext. 3502
203/226-3123 (fax)
rjonesti@nct-active.com |
