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VTPI
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Monday May 17, 7:01 am Eastern Time
Company Press Release
SOURCE: Visual Telephone International, Inc.
VISUAL TELEPHONE INTERNATIONAL, INC. Announces the Signing of a Definitive Agreement to Merge with INTERNATIONAL VOICE TECHNOLOGIES, CORP., and Spin-Off its Wholly-Owned Subsidiary, COMMUNICATIONS RESEARCH, INC.
HACKENSACK, N.J., May 17 /PRNewswire/ -- In a major announcement today, VISUAL TELEPHONE INTERNATIONAL, INC. (OTC Bulletin Board: VTPI - news) has signed an agreement to merge with an innovative voice technology company located in Aberdeen, New Jersey. The Company, INTERNATIONAL VOICE TECHNOLOGIES, CORP. (IVT) has established itself as a leader in Computer Telephony Integrated (CTI) technology. On or before the closing, VTPI, the surviving company after the merger, will change its name to iVOICE.COM., INC. (IVOC). The closing is scheduled for Friday, May 21, 1999.
COMMUNICATIONS RESEARCH, INC. (CRI), VTPI's wholly-owned subsidiary, will become a separate and autonomous publicly-traded entity and will distribute one share of its stock (to all shareholders of record as of the closing date) for every four shares of VTPI. Both CRI and IVT will market the Visual EZ II line of products.
Carl Ceragno, President of CRI, commented, ''CRI is fully committed to increasing shareholder value, and this transaction will enable CRI to focus on and grow its core systems integration business. While CRI will continue to produce and improve upon its industry-leading videoconferencing technology, it will emphasize the sale of its software which received rave reviews at the recent TeleCon conference, and which is less capital intensive than production of full videoconferencing systems''.
Visual Telephone's President, Joel Beagelman, stated that, ''This merger will benefit all shareholders by giving the company a strong marketing presence, solid management, symbiotic product line, a greater asset base, and a positive revenue stream. The team at IVT has produced the best software in the business with its proven advantages and reliability among Fortune 500 companies''.
Jerome R. Mahoney, President of IVT said, ''We are very excited about taking IVT into the public realm and guiding the company to new heights. We will continue our very aggressive marketing plan and will be seeking to target acquisitions of synergistic operations of young voice and video companies that will enhance the bottom line for all our shareholders. The corporate name iVOICE.COM will reflect our credence in the newly-emerging Internet technologies with its unlimited opportunities''.
Suraj P. Tschand, Director of R & D and Operations at IVT, worked at AT&T, Bell Labs Division, where he designed and developed systems for the Switching Division. Prior to that, Mr. Tschand was at General Electric's Space System Division, where he worked on the Ground and Land 4-Satellite Project.
VTPI has begun the procedure of obtaining a new trading symbol and applying for NASDAQ listing. In addition, the company will begin interviewing Investment Bankers to insure adequate financing to meet its growth criteria and to help identify merger candidates.
IVT designs, manufactures, and markets innovative voice and computer telephone communication systems for small, mid-sized and large businesses. The company provides Voice Mail, Unified Messaging, and Interactive Voice Response (IVR) products that allow information in PC databases to be accessed from a standard touch-tone telephone. Mr. Mahoney continued, ''The Visual EZ II line of products fits nicely into our voice technologies systems. Together, they offer our clients dual cutting-edge communication tools.''
Jerome R. Mahoney will become iVOICE.COM's President and CEO, and Joel G. Beagelman, its CFO and Investment Advisor. The Company headquarters will be moved to 1230 Highway 34, Aberdeen, NJ 07747. Telephone number: 732-441-7700, Fax number: 732-441-9895, and Website: ivoice.com .
COMMUNICATIONS RESEARCH, INC. will remain at 69 Wesley Street, South Hackensack, NJ 07606. Telephone number: 201-457-1011, Fax Number: 201-457-0400, and Website: vistele.com .
Note: Any statements that are not historical facts contained in this release are forward looking statements. It is possible that the assumptions made by management for purposes of such statements may not materialize. Actual results may differ materially from those projected or implied in any forward looking statements. Such statements may involve risks and uncertainties, including but not limited to those relating to product demand, pricing, market acceptance, the effect of economic conditions, and intellectual property rights, and the outcome of competitive products, risks in product development, the results of financing effort, the ability to complete transactions, and other risks identified in this release, and the company's Securities and Exchange Commission filings.
SOURCE: Visual Telephone International, Inc.
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