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Acquisition to Turn OECI Into a National IPTV Service Provider
TORONTO, July 12 /PRNewswire-FirstCall/ -- Orbit E-Commerce Inc. (OTC Bulletin Board: OECI - News), a pioneer in Voice Over Internet Protocol ("VoIP"), today announced it has signed an agreement to acquire PureNet.TV LLC ("PureNet"), a privately owned Internet Protocol Television ("IPTV") company incorporated in California.
IPTV represents a revolution in television services. It leverages the power of the Internet to provide broadcast quality video services at significantly lower infrastructure costs than cable or satellite services. IPTV uses Digital Subscriber Line ("DSL") broadband services from local Internet Service Providers ("ISPs") to give subscribers access through their own television sets to such services such as:
* Local and international television content;
* Movies on demand;
* Internet access;
* Video conferencing; and
* Interactive gaming.
"Our acquisition of PureNet is a major step in transforming OECI into a leader in the field of IPTV services -- with its promise of significant on-going subscription revenues," said Douglas C. Lloyd, OECI, President and Chief Executive Officer. "OECI has proven expertise in building networks and solid relationships to key technology suppliers. By combining OECI's expertise and experience with PureNet's market-leading IPTV systems, we expect to greatly accelerate the availability of IPTV service bundles and reach more than 50 of the largest metropolitan markets in the United States."
As indicated above, OECI plans to offer IPTV services to the consumer market through Internet Service Providers (ISPs). ISPs have indicated that they are looking forward to providing new IPTV services because they represent an exciting new opportunity to generate revenue and inspire customer loyalty in a highly competitive environment. On the technology side, PureNet has been working closely with leading Internet and communications equipment suppliers over the past year to ensure the highest possible quality of service in its IPTV network.
OECI intends to rollout IPTV services commencing in Toronto and expanding across North America later this year. It also intends to rollout IPTP services to other countries where PureNet's IPTV systems are patented. In addition to implementing its planned IPTV service rollout, OECI is also diligently pursuing other opportunities to enhance its market value and technological advantages.
OECI anticipates that, subject to customary closing conditions, this acquisition will close in August of this year. OECI expects to acquire all of PureNet's assets and intellectual property through the exchange of approximately 12,000,000 OECI common shares for 100% of the shares of PureNet. Previously, OECI announced its intention acquire a minority 10% stake in PureNet and to provide marketing services (see Press Release dated April 7, 2004). In working closely together over the past three months, OECI and PureNet realized their mutual interests (and the interests of their shareholders) would best be served by having OECI acquire PureNet.
About OECI
Orbit E-Commerce Inc. was established in 2000 for the purpose of capitalizing on management's vision and expertise in the field of Internet-based telecommunications systems, products, and services. This relationship with PureNet will allow OECI to extend its communications vision and expertise into the market for IPTV services, which is poised to show rapid growth. For information regarding this press release, please contact: Mr. Bryan Magee, Executive Assistant, Orbit E-Commerce Inc., 416-850-7134 or via e-mail at: bryan@orbitecommerce.com. For more information about OECI, see the Company's web site: www.orbitecommerce.com.
About PureNet.TV
Incorporated in California in 2003, PureNet was created to research and develop video VoIP services to deploy the next generation of internet-based services, for the benefit of consumers across North America. It acquired extensive experience in IP video transmission technology and developed its own highly innovative IPTV technology. Douglas Lloyd, President and CEO, with a group of private investors, and a team of six individuals, have been developing the company's patented technologies since 1998. For more information about PureNet, see the Company's web site: www.purenet.tv.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995:
The statements contained in this press release that are not historical facts are "forward-looking statements." Including expectations regarding OECI's acquisition of PureNet, deployment of IPTV and related services and capabilities, expected market for IPTV services and the statements made by the President and Chief Executive Officer and the assumptions underlying such statements. Actual events or results may differ materially as a result of risks facing OECI or actual results differing from the assumptions underlying such statements. Such risks and assumptions include, but are not limited to, OECI's ability to continue to service and support its customers, to successfully market its services to current and new customers, to maintain competitive pricing, manage the consolidation of sales to wholesale customers, to respond to competition, to develop and maintain strategic relationships, to manage growth, to access regions and negotiate suitable interconnection agreements, all in a timely manner, at reasonable costs and on satisfactory terms and conditions, as well as regulatory, legislative, and judicial developments and the absence of an adverse result in litigation against OECI. OECI disclaims any obligation to update any forward-looking statement contained in this press release. All forward-looking statements are expressly qualified in their entirety by the "Risk Factors" and other cautionary statements included in OECI's SEC Annual Report on Form 10-K for the year ended December 31, 2003, along with Current Reports filed from time to time with the SEC.
OECI and PureNet, Inc. may determine that OECI will file a registration statement on Form S-4 containing a joint proxy statement/prospectus in connection with the merger transaction involving the two companies. If such a filing is made, security holders are urged to read it because it will contain important information about the merger. Investors and security holders may obtain free copies of this document (if and when it is filed) and other documents filed with the Securities and Exchange Commission at the Securities and Exchange Commission's web site at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the Securities and Exchange Commission by OECI by contacting OECI at the address, website and phone number provided herein.
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