Message #1 From:
Stock News Bot Date: December 1, 2005 07:17:00 AM
MBTT News MB Tech Inc. Enters into Merger and Acquisition Agreement with Global Telecom Systems and Solutions Provider Metaware Co. Ltd.
LAS VEGAS--(BUSINESS WIRE)--Dec. 1, 2005--MB Tech (OTCBB: MBTT) announces that it has entered into a letter of intent for a merger with international set top box maker Metaware Co. Ltd., headquartered in An-Yang City, South Korea (Metaware). The proposed merger is subject to a number of conditions, including approval by the board of directors of each company and completion of a definitive agreement. After giving effect to the proposed merger, Metaware shareholders would hold 60% of the merged companies and MB Tech shareholders would hold 40%.
MB Tech management believes that the proposed merger with Metaware is a good strategic alliance at this time for its innovative product line. MB Tech's Faserwave Flat Antennae system for North America and its Marine Antennae have been tooled and marketing is ongoing. MB Tech President Hanwook Bae commented, "It is a natural strategic alliance and business combination that we believe will prove to be the best for both companies' success as well as the shareholders."
MB Tech is a global distributor of electronic components. MB Tech and its subsidiaries produce products for the DBS satellite industry and state-of-the-art RF microwave and communications technologies with consumer and military applications.
Metaware, with approximately 120 employees in five countries, makes various digital set top box solutions and other products for the cable and satellite market for content delivery and presentation. It has been in business since 1996, as a pioneer in the digital television delivery revolution. Information about Metaware's management, facilities and products can be found on its Web site at www.metaware.co.kr.
In 2004 Metaware had earnings before interest, taxes and amortization exceeding US $4 million on revenues exceeding US $32 million. It has extensive manufacturing, distribution and marketing expertise and a highly professional management team.
Complete audits are available in Korean GAAP as Metaware currently reports its audited financials to the Financial Supervisory Service of Korea (FSS) and will be converted for USGAAP upon filing of upcoming reports. The majority of its revenues are currently outside of the United States.
MB Tech files annual and periodic reports with the Securities and Exchange Commission that are available on EDGAR at the SEC's Web site, www.sec.gov. Information on MB Tech's product line can be found at the following Web site: www.princetonresearch.com/clients/MBTechQ14.pdf.
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The statements contained in this release and statements that the companies may make orally in connection with this release are not historical fact and are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those forward-looking statements, as such statements involve risks and uncertainties that could significantly impact the company's business and the actual outcome and results may differ materially.