R.V.TECH IS THE KEY TO THIS PUZZLE WITH OUT THEM WE HAVE NO PRODUCT AND NO REVENUES THIS DEAL MUST CLOSE BEFORE APRIL 2006.
based upon RV Tech achieving certain targets including receipt of CE and FCC certification for the first functioning Dual Mode (GSM/GPRS and Wi-Fi) model cellular phone. The agreement with RV Tech also grants the Company the exclusive option to acquire the remaining 75% equity interest in RV Tech upon the issuance 6,000,000 shares of the Company's restricted common stock and payment of $3,000,000 in cash to the RV Tech shareholders.
In July 2005, the Company entered into an agreement to acquire a 25% interest in RV Technology Limited, a limited company organized under the laws of Hong Kong (RV Tech). The Company acquired a 16.8% equity interest in RV Tech for the payment of $1,000,000 in cash, of which $666,666 was used for RV Tech working capital and $333,334 was paid to RV Tech shareholders, and the Company also issued 1,000,000 shares of restricted stock for the initial equity in RV Tech. The Company also issued a note in the amount of $1,333,334 for the purchase of an additional 5.6% equity interest, but will not receive the additional equity interest in RV Tech until the note is paid. The agreement further provides that the Company acquire an additional 2.6% equity interest in RV Tech by paying $666,667, based upon RV Tech achieving certain targets including receipt of CE and FCC certification for the first functioning Dual Mode (GSM/GPRS and Wi-Fi) model cellular phone. The agreement with RV Tech also grants the Company the exclusive option to acquire the remaining 75% equity interest in RV Tech upon the issuance 6,000,000 shares of the Company's restricted common stock and payment of $3,000,000 in cash to the RV Tech shareholders. This exclusive option expires nine months from the closing of the agreement with RV Tech. |