An old PR about the merger, and what it means...
LAS VEGAS--(BUSINESS WIRE)--July 29, 1999--FiberChem Inc.
(OTC BB:FOCS), announced that it has signed a letter of intent to
merge its operations with those of Intrex Data Communications Corp.
(Intrex) of Vancouver, British Columbia, and Dallas.
Intrex, a private company, provides proprietary wireless
communications systems, software and Internet data services. The
combined entity, tentatively named DecisionLink Incorporated, will
focus the strengths of both companies by using the Internet, wireless
communications, and sensor technology to provide asset management
services to the oil and gas; tank, pipeline and utility;
transportation; environmental monitoring; and marine industries on a
fee-for-service basis.
DecisionLink will offer complete packaged solutions that provide
customers with "one-stop" shopping. FCI's sensor technology will
provide data produced remotely at the "First Foot." Intrex's
proprietary communications technology will interface that data through
a variety of networks known as the "Final Mile."
This provides timely information from what are often remote or
mobile sites and delivers it via the Internet to the customer's
desktop giving real-time data for critical business decisions. Intrex
is an authorized reseller of Orbcomm(TM) and Norcom(TM) satellite data
communications services and offers terrestrial Cellular Digital Packet
Data (CDPD) services through a marketing agreement with US Wireless
Data Inc. (OTC BB:USWDA).
Geoff Hewitt, chairman and chief executive officer of FiberChem,
said, "It has been our stated goal to develop non-regulated markets
for our technology, both directly and through merger and acquisition
activity. When we were approached by Intrex to supply sensors for one
of their projects, we quickly found we had common markets and broad
areas of mutual interest.
"This led to the conclusion that a merger would enable the
combined company to reach new markets with new technology using the
fastest growing communications medium, the Internet. Intrex brings a
strong technical management team to the combined company and both
companies own leading edge proprietary technology," Hewitt said.
"FCI also benefits from the combined company's focus on recurring
revenue streams rather than one-time capital equipment sales. The
markets for the combined company's services are believed to be very
large and global by nature."
David Peachey, chief executive officer of Intrex Data
Communications, said, "We believe integrating FCI's sensor technology
with our wireless communications services provides DecisionLink's
customers with the critical ability to monitor their assets, beyond
terrestrial data links, with real-time data delivered over the
Internet.
"Customers will also benefit from Intrex's Data Hub. This
technology enables us to combine a customer's data from a variety of
communication sources such as satellites, land lines, radio systems
and the Internet. We then add value to the data and deliver it
seamlessly and homogeneously via the Internet or other media. To our
customers, it appears that the data came from a single source,"
Peachey said.
"The Data Hub also allows them to send messages, information, or
instructions to their remote assets. In an ever changing global
economy, immediate access to information has never been so important
in the decision making process. We are expecting this technology to
present significant growth opportunities to DecisionLink, its
stockholders, management and employees."
The combined company will have its headquarters in Las Vegas, as
well as operations in Dallas and sales offices initially in Texas,
British Columbia, Louisiana and Delaware.
The proposed merger is subject to, among other things, board of
directors and shareholder approvals, completion of due diligence,
negotiations of a definitive merger agreement, obtaining additional
financing for the combined businesses, reorganization of its capital
structure, and satisfaction of customary closing conditions. entrenet
Group LLC of Petaluma, Calif., has been engaged by Intrex as corporate
advisers in connection with the merger and the additional financing.
FiberChem develops, manufactures, markets and licenses fiber
optic chemical sensors (FOCS(R)) that produce continuous, real-time
information on environmental pollutants in the air, water and soil.
This news release includes forward-looking statements relating to
the company's operations that are based on management's and third
parties' current expectations, estimates and projections. These
statements are not guarantees of future performances and actual
results could differ materially. The statements in the news release
regarding FCI's proposed merger with Intrex, the combined entity's
delivery of services over the Internet and the size of the market for
the combined company's services, are forward-looking statements that
involve risks and uncertainties. These risks and uncertainties
include FCI's ability to complete the merger, the combined entity's
ability to market its services using the two companies' technologies,
the timely development and acceptance of new products, final
promulgation and enforcement of regulations, the impact of competitive
products and pricing, the timely funding of customers' projects,
customer payments to the company and other risks detailed from time to
time in the company's Securities and Exchange Commission reports.
--30--kwp/la* db/la
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Scott A-B Gibson, 407/682-2001
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