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Tuesday, 10/09/2007 2:59:10 PM

Tuesday, October 09, 2007 2:59:10 PM

Post# of 48930
Read this first...


Posted by: pascal30
In reply to: pascal30 who wrote msg# 867
Date:5/18/2007 8:59:46 PM
Post #of 2632

i think that whole article at bizjournals.com from beginning of this year is very informative and tells the story of UWRL of the past months in a clear way.
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U.S. Wireless' deal with Sutioc, iElement puts firm 'back on track'
Business First of Louisville - January 5, 2007 by Sarah JeffordsBusiness

U.S. Wireless Online Inc., a Louisville-based provider of wireless broadband service, has had its share of ups and downs in the past several months.

After a string of acquisitions that rapidly expanded the company's network, U.S. Wireless was plagued by a host of setbacks, including difficulty assimilating the various companies, a lawsuit, lack of capital and the resignation of multiple board members.

But now, company officials believe tenuous times are over, following last week's transaction that made Florida-based Sutioc Enterprises Inc. the company's majority owner.

In a deal that closed Dec. 27, Sutioc acquired a 50.1 percent stake in the company in exchange for 30 million shares of iElement Corp. common stock.

Dallas-based iElement, a telecommunications company that provides business-class voice and data services and maintains a network presence in 18 markets, previously had made a loan to Sutioc, valued at $900,000, in the form of the 30 million iElement shares, said iElement CEO Ivan Zweig.

Sutioc, a holding company led by president Joseph Moran, then used the shares to acquire the majority stake in U.S. Wireless and the right to purchase up to a 95 percent interest in U.S. Wireless during the next two years.

To exercise that option, Sutioc is required to pay 2.5 times the company's annualized revenue, with a minimum purchase price of $2 million.

The Florida company also was able to retire $3.6 million of the Louisville company's debt via an iElement stock buyout, said Rick Hughes, CEO of the wireless firm.

Hughes, who was one of the debtholders, said he and other debtholders agreed to a higher price than the stock typically traded for, which allowed the company to eliminate such a large amount of debt.

And with the support of Sutioc and iElement, U.S. Wireless also was able to secure a capital infusion of $400,000 at the time of the transaction.

Hughes said the funds came from four Roslyn, N.Y.-based private-equity firms that previously invested in U.S. Wireless. AJW Partners LLC, AJW Offshore Ltd., AJW Qualified Partners LLC and New Millennium Capital Partners II LLC were willing to make another investment now that the company is on more solid footing.

U.S. Wireless officials plan to retain the company's Louisville headquarters on Shelbyville Road. Hughes said there are no immediate plans to lay off or expand the company's 35-member work force, which is dispersed among U.S. Wireless' offices in Louisville; Pittsburgh; Jackson, Miss; and Fort Myers, Fla.

He continues to serve as CEO of the firm. Hughes said his focus will be on funding and corporate development. Day-to-day operations now are handled by iElement, according to a management agreement between Sutioc and iElement.

Under the contract, Sutioc is outsourcing U.S. Wireless' customer service, technical support, network management, accounting, billing and collections to the Dallas firm.

The relationship with iElement gives U.S. Wireless customers access to a broader spectrum of products and services, Hughes said.

For example, iElement offers more comprehensive customer support and a suite of IT-related products that U.S. Wireless previously did not provide, such as network security, management of local- and wide-area networks, hosted Microsoft Exchange and voice-over Internet protocol (VoIP).

IElement officials are pleased with the arrangement because it allows their company to move into the wireless Internet business and expand its geographic presence without a lot of upfront expense, Zweig said.

He added that U.S. Wireless' established customer base was attractive, and there are opportunities to market iElement products to U.S. Wireless customers.

Like Zweig, Hughes sees a lot of potential in marrying the resources of the two firms, and he expects the decisions made in recent weeks to pay off for the company in the long term.

"We have taken steps with this transaction to get the company back on track," Hughes said. "We're optimistic that this will allow us to move forward."


Then this in conjunction with your earlier DD on the domain.

http://www.slbb.com/