January 14, 2002
NEW YORK -- Wireless Ventures Inc. (OTCBB: WLSV) has signed a Letter of Intent to acquire 4Cash, a division of IRMG Inc., a privately held Ontario company which is involved in the marketing and management of ATMs and related services in Canada and the U.S.
4Cash is in the final stages of signing a material contract to own and operate ATMs and kiosks throughout North America. In addition, IRMG management has identified a number of additional opportunities to increase the number of ATMs under management by new marketing agreements or acquisition. Through these efforts, management expects that the company will have positive sales growth and earnings by the end of the current year.
Paul Hickey, chairman and CEO of WLSV, said, "The proposed business growth opportunity for the company in the ATM business in Canada and the United States is significant. The company expects to generate revenues within a reasonable period of signing the definitive agreements with 4Cash and IRMG Inc."
As consideration for all of the interest in 4Cash, WLSV shall issue to IRMG Inc. 10 million common shares and 1.1 million five-year warrants to IRMG President Steve Cussons to purchase WLSV common shares at an exercise price of 10 cents per share. Subject to the achievement of certain net profit objectives, IRMG shall also have the right to earn an additional 10 million common shares and 5 million three-year warrants.
Upon closing, WLSV shall enter into a three-year management services agreement with IRMG for the management of the company. Closing is subject to certain conditions precedent including but not limited to satisfactory due diligence, board of director approvals and the execution of final documentation.
Upon closing, Steve Cussons shall be appointed president, CEO and a director of WLSV. Paul K. Hickey, interim chairman and CEO, shall resign as an officer and director upon the closing.
Wireless Ventures Inc. is a Delaware corporation whose shares are quoted on the NASD's Over-The-Counter Bulletin Board.