Xinex Networks Inc -
$150,000 financing secured; position clarified in article Wednesday Feb 25 1998 Mr Roy Leahy reports Further to the press release in Stockwatch on February 19 1998, the company has secured commitments with respect to the proposed private placement for an approximate amount of $150,000. The company estimates that this amount, along with cash on hand, will be sufficient to finance the current level of operations through the commercial launch of the Vortex system at the Computer Telephony Expo in Los Angeles. In excess of 300,000 people are expected to attend this year's conference, the computer telephony industry's leading tradeshow which provides the company with the opportunity to showcase its products for industry analysts, reporters and buyers. In addition, Xinex is continuing discussions with respect to the proposed private placement whereby the company announced its intention to place up to 10,000,000 special warrants at $0.14 each, for gross proceeds of up to $1,400,000. Each special warrant will entitle the holder thereof to acquire, at no additional cost one common share of Xinex and one warrant. Each warrant shall entitle the holder to purchase one additional common share of Xinex at an exercise price $0.18 for a period of two years after the closing date. In the event Xinex sells these special warrants to offshore purchasers who only accept a 90 day hold period, these special warrants will be sold at $0.18 per special warrant. Xinex expects the proposed private placement to close within the next few weeks. While the company continues to hold discussions with interested investment bankers and potential investors, there is no assurance that the private placement will close. The Vortex multimedia communications system is an innovative replacement product for a sophisticated telephone system and computer network. Using technology that allows voice, video and data communication to be transmitted over the same wire, Vortex provides an integrated telephone and computer system that has built-in telephone, voice mail, and video conferencing capability. Vortex also functions seamlessly with a Windows NT server to provide high-speed data networking. With Vortex, users can make and receive calls from Windows call manager applications and control telephone operations like hold, conference and transfer from their PC. Mr Roy Leahy also reports The company wishes to clarify its position on the February 25 1998 article issued by Canada Stockwatch. The article states that Mr Doug Kind, former president and CEO of Xinex, has initiated a lawsuit in the BC Supreme Court against the company, as well as Mr Roy Leahy, a director of the company and the current president and CEO, Mr Harry Jaako, a director of the company, and the company's corporate secretary, Mr Roger Flowerdew. The article alleges that the defendants took or failed to take actions leading up to, and subsequent to, the company going public, which allegedly restricted Mr Kind from being able to sell Xinex shares that he held at that time, and that as a result, he has suffered damages. With regards to the above mentioned claims, the company notes that conditions were imposed on Xinex, and its shareholders, by the ASE, prior to granting its approval to the transaction. Mr Kind, who was acting, at that time, in his executive capacities as CEO and chairman of the board of Xinex, was fully involved and knowledgeable of all aspects of the process of taking the company public and in the company's board of directors ultimate unanimous approval of the terms and conditions of the transaction. As a condition for approval of the transaction, the ASE required that Mr Kind and two individuals place their shares in a performance escrow arrangement. Xinex believes that Mr Kind's lawsuit is a retaliatory action in response to the July 1997 lawsuit that the company began against Mr Kind, his company, and certain other parties, alleging breach of fiduciary duty, breach of contract, amongst other things, which Xinex is vigorously pursuing. The company is confident that the issues raised in the Kind lawsuit will ultimately be decided by the courts in Xinex's favour. (c) Copyright 1997 Canjex Publishing Ltd. canada-stockwatch.com
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