Counsel Communications Acquires Nexbell Communications
CCN Disclosure - August 21, 2000 05:00
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TORONTO, ONTARIO--
Strategic Platform for Launch of Next Generation VoIP Services
Counsel Corporation (TSE:CXS / NASDAQ:CXSN) ("Counsel" or the "Company") announced today that Counsel Communications LLC ("C-COM"), a Company subsidiary, has acquired Nexbell Communications, Inc. ("Nexbell") in a stock-for-stock merger with WebToTel Inc. ("WebToTel"), a wholly-owned subsidiary of C-COM. C-COM will own approximately 76% of the merged company.
The acquisition of Nexbell is the initial phase of a strategic initiative to create a highly scalable voice/data network using Internet Protocol ("IP") technology. Ultimately, C-COM's goal is to facilitate the deployment of next generation web-based communications services. The acquisition of Nexbell will be followed by the addition of substantial, profitable retail trafficto the IP network, culminating in the convergence of the Internet with traditional telephony traffic through the creation of a nationwide VoIP network.
Established in 1998, Nexbell operates a private, managed packet telephony network. From its 32 super-Points of Presence ("POPs"), Nexbell delivers packet voice services to over 400 key metropolitan areas. Nexbell's next-generation Voice over IP ("VoIP") service has received designation as a Cisco Powered Network service from Cisco Systems, Inc. (NASDAQ:CSCO). While manynew entrants are building next generation IP networks focused on driving down the cost of transport, Nexbell's vision is to build and provide valuable application layers over their packet telephony infrastructure. Packet voice technology enables the discreet transmission of multiple conversations and faxes across the same line, significantly improving network efficiency, while effectively managing costs.
The primary strategic rationale for C-COM's acquisition of Nexbellis the breadth of their existing owned network and the quality of their management team, which together will accelerate the deployment of C-COM's VoIP network, giving it the ability to overlay traditional telephony traffic at significant cost savings.As previously announced, C-COM has entered into a definitive agreement to acquire the assets of PT-1 Communications, Inc. ("PT-1"), a subsidiary of Star Telecommunications, Inc. (NASDAQ:STRX). PT-1 is a leading provider of retail telephony services, with more than US$500 million of annualized revenues andseven billion minutes of traffic in 1999. The acquisition of Nexbell will enable C-COM to more rapidly deploy an IP-based telephony network, dramatically reducing unit transport costs at PT-1. The initial focus will be on the domestic market, where Nexbell already offers coverage to over 90% of PT-1's traffic, thereby creating immediately achievable synergies.
"The vision espoused by the leadership of Counsel is the same vision that has motivated our company from the beginning," stated Andre Temnorod, CEO, President and founder of Nexbell Communications. "We are tremendously excited by the opportunity tomigrate PT-1's sizeable revenue and subscriber base to the more efficient and flexible IP infrastructure. Our ability to seamlessly integrate the traditional voice network with the Internet over our private IP network promises new market potentialfor both PT-1 and Nexbell."
Gary Wasserson, CEO and President of C-COM, commented, "I have hadthe privilege of working with Nexbell since its inception. Nexbell's technology team has proven its ability to deploy scalable VOIP applications for commercial purposes. We view Nexbell as a perfect strategic partner in the development and implementation of a powerful and scalable nationwide IP telephony network. Nexbell's state of the art technology infrastructure willenable the seamless delivery of high quality voice, data and other"value-added" services, capitalizing on the power and efficiency of the Internet as we move into the next generation of communications products and services."
Allan Silber, Chairman and CEO of Counsel said "The acquisition ofNexbell represents our completion of a critical element in the successful implementation of our communications business strategy.It will provide a platform for dynamic revenue growth and value creation for shareholders."
About Counsel Corporation
Counsel Corporation focuses on building businesses that specializein enabling technologies delivered through the Internet, and communications to leverage the services and products provided by other established companies. Among Counsel's recent strategic portfolio investments are: a 33% stake in Impower, Inc., an emerging leader in the rapidly growing area of transaction-based Internet direct marketing; a 40% stake in Proscape Technologies, Inc., a leading provider of innovative B2B fact-based sales and marketing information software systems to Fortune 1000 companies; a 26% stake in IBT Technologies, Inc., an application service provider for the e-learning industry; a 31% stake in Core Communications Corporation, a leading provider of integrated pay-per-use Internet access, billing and control services for convention, conference and public meeting places; and C-COM , a wholly owned subsidiary, formed to acquire, consolidate and operate Internet telephony and other communications-related assets.
About Nexbell
A designated Cisco Powered Network member, Nexbell Communications is a packet telephony infrastructure provider currently deploying a nationwide network of POPs for delivery of IP based Voice/Fax services. Nexbell can offer competitive toll quality voice transport services such as those offered today by long distance service providers and ILECs. Nexbell will offer customers an extensive array of carrier-grade, phone-to-phone IP products and services including long distance, fax, IP/PBX, unified messaging and call-back services. For more information, call Nexbell at (888) 365-3700, e-mail info@nexbell.com, or visit www.nexbell.com.
FOR FURTHER INFORMATION PLEASE CONTACT:
Counsel Corporation Stephen Weintraub, Senior Vice President & Secretary (416) 866-3058 or Strategic Growth International, Inc. Richard Cooper / Rob Schatz (516) 829-7111 or Nexbell Communications Barry Greenspan, Vice President (216) 344-5753
INDUSTRY: DTC SUBJECT: TMN
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