To: CocoBob who wrote (2221 ) 9/1/1999 9:01:00 PM From: LABMAN Read Replies (1) | Respond to of 3243
INTERNET DIRECT IDX.V got bought today, with subscibers of 145,000 only matter of time for Cybersurf Home - Yahoo! - Help Enter Your E-mail: [ Business | US Market | By Industry | IPO | AP | S&P | International | PRNews | BizWire | CCN ] Wednesday September 1, 8:59 am Eastern Time Company Press Release SOURCE: I.D. Internet Direct Ltd. I.D. Internet Direct and Look Communications Have Entered Into a Definitive Agreement for Amalgamation TORONTO, Sept. 1 /PRNewswire/ -- I.D. Internet Direct Ltd. and Look Communications Inc. are pleased to announce that they have entered into a definitive agreement for the amalgamation of the two companies. Completion of the amalgamation is now expected before the end of October 1999 and is subject to, among other matters, the approval of the shareholders of both companies by special resolution, of the Supreme Court of British Columbia and of the Vancouver Stock Exchange. On completion of the amalgamation, the former shareholders of Look will hold approximately 60% and the former shareholders of I.D. Internet Direct will hold approximately 40% of the equity in the amalgamated company. Through a combination of multiple and limited voting shares, and to satisfy certain requirements of the CRTC, a numbered company affiliated with Telesystem Financial Corporation will hold approximately 55% of the votes in the amalgamated company, with the former shareholders of Look and of I.D. Internet Direct together holding the remaining 45%. The numbered company will enter into an agreement with the amalgamated company to provide protection to the remaining shareholders in the event of a take-over bid. The former shareholders of Look will enter into an agreement with the amalgamated company pursuant to which they will deposit all of their shares into escrow with a trustee for a period of nine months following the effective date of the amalgamation. The board of directors of the amalgamated company will initially consist of nine people, including two representatives of I.D. Internet Direct, five representatives of Look, and two independent directors. The directors of I.D. Internet Direct have agreed to recommend the proposed amalgamation to the shareholders of the Company. Shareholders who, together, control approximately 69% of the outstanding shares of I.D. Internet Direct have agreed to vote their shares in favor of its approval. Full details concerning the proposed amalgamation will be contained in an Information Circular to be mailed to shareholders. The two companies first announced their intention to merge their operations last May. The amalgamated company will take advantage of Look's broadband Multipoint Distribution System (MDS) infrastructure and I.D. Internet Direct's experience and customer base to market high-speed data transmission services and offer their customers a new integrated suite of services. About I.D. Internet Direct Ltd. (www.idirect.com) Internet Direct Ltd. provides a full spectrum of Internet solutions to customers in the provinces of British Columbia, Alberta, Manitoba, Ontario and Quebec. Headquartered in Toronto, I.D. Internet Direct is the largest independent Internet Service Provider in Canada, serving over 142,000 subscribers and businesses through 24 local access points nationally. About Look Communications Inc. (www.look.ca) Look Communications - and its LOOK trademark - is a new competitor in the broadcast distribution industry, providing digital entertainment services in Quebec and Ontario through MDS technology also known as wireless cable. The Canadian Radio-television and Telecommunications Commission (CRTC) awarded Look Communications a broadcast distribution license for Southern Ontario in August 1997, and for Eastern Ontario and Quebec in February 1998. The company launched its operations in the Greater Toronto area in 1998, and in the Montreal, Quebec City and Ottawa markets in 1999. As a result, its services are currently accessible to approximately 4 million households in the London to Quebec City corridor, Canada's most densely populated area. Look Communications is a Canadian company whose principal shareholders are Telesystem Ltd., Teleglobe Inc., CTV Inc., Covington Wireless Communications (Ontario) Ltd., G.T.C. Transcontinental Group Ltd., QuebecTel Group Inc., Bourgie Capital Inc., Novanet Communications and Laurem Group. To view full legal document disclosure, please see Web site: www.idirect.com John Nemanic President and CEO I.D. Internet Direct Ltd. SOURCE: I.D. Internet Direct Ltd. More Quotes and News: I D Internet Direct Ltd (Vancouver:IDX.V - news) Related News Categories: computers, internet