A stock moving to the amex... or better buying AMEX clothes:
biz.yahoo.com
Infotopia and EntrePort Announce That They Have Signed a Definitive Reorganization and Merger Agreement
EntrePort's Shareholders to Vote On Proposed Deal
BOSTON--(BUSINESS WIRE)--June 15, 2001--Infotopia, Inc. (OTC BB: IFTP - news) and EntrePort Corporation (AMEX:ENP - news; ``EntrePort'') announced today that they have reached and executed a definitive agreement to pursue a corporate reorganization in which Infotopia, Inc., a Nevada Corporation (``Infotopia Nevada'') will sell its wholly owned subsidiary Infotopia, Inc., an Ohio Company (``Infotopia Ohio'') (the operating entity which contains all the revenue and expenses of the Company) to EntrePort. Subsequently EntrePort will spin-off its existing business to its shareholders.
According to the agreement, EntrePort will effect a 1-for-18.55 reverse split of its common stock. EntrePort will then transfer all of its assets and liabilities to a wholly owned subsidiary and will distribute shares of stock of the subsidiary to existing EntrePort shareholders. EntrePort will then acquire all of the assets and assume all of the liabilities of Infotopia by an exchange in which EntrePort will issue to Infotopia Nevada 13,100,000 units, each unit consisting of one share of EntrePort common stock, a warrant to purchase 1/2 of a share of EntrePort common stock at $5.00 per full share and a warrant to purchase 1/4 of a share of EntrePort common stock at $10.00 per full share. EntrePort's spun-off subsidiary will receive $500,000 in the transaction. The total issued and outstanding shares of common stock of EntrePort after the closing will be approximately 15,480,000 shares. Infotopia Nevada (IFTP) will hold approximately 85.1% ownership in the new share structure in EntrePort (ENP) after the transaction is completed.
The closing of the transactions are subject to EntrePort shareholders' approval at a special shareholders meeting. All EntrePort shareholders will receive a proxy statement containing detailed information about the proposed transaction. The American Stock Exchange must also approve the continued listing of the surviving corporation as a condition to closing.
David D'Arcangelo, Chairman of EntrePort stated, ``We are thrilled that this deal is in the final stage of shareholders' approval. I am confident that Infotopia's revenues and profits will benefit our shareholders.''
Daniel Hoyng, CEO of Infotopia commented, ``Upon careful analysis, we believe that our decision to complete this transaction with EntrePort will enable us to achieve a proper valuation of our Company. Ability to move to AMEX and to attract financial institutions that specialize in mid-cap markets will ultimately benefit Infotopia's shareholders.'' |
