(BSNS WIRE) RTG Ventures, Inc. Files 8-K Amendment to Enhance Share Exchange agreement with Atlantic Network Holdings Limited Business Editors
NEW YORK--(BUSINESS WIRE)---- RTG Ventures, Inc. (RTGV.OB) filed an 8-K on December 20, 2007 containing an Amendment to the Share Exchange Agreement of March 20, 2007 with Atlantic Network Holdings Limited (ANHL), New Media Television (Europe) Limited (NMTV), et al. The 8-K is found in EDGAR, the SEC's website: http://www.sec.gov/Archives/edgar/data/1127475/000114420407068870/ v098025_8ka.htm
The parties amended the terms to include the remaining private entities in ANHL under Ecommercenet Limited in the Share Exchange Agreement. The second enhancement was that RTGV shareholders will receive 25% or 42,435,315 shares upon closing of NMTV, an increase of 2 1/2 times that provided in the original agreement.
As the deal moves toward completion by both parties completing its Conditions of Closing, RTGV will issue frequent press releases to update its shareholders on progress, additional events, and the announcement of a final closing date anticipated this month.
RTGV's officers believe that the resultant company will benefit both the old and new shareholders since the combined entity is positioned to grow organically and by acquisition following a well-developed Business Plan. The Plan, which will be evergreen in nature, will be published in the (Super) 8-K to be filed within 4 days of closing. In addition, a minimum of $685,000 will be in working capital at closing. $500,000 will be placed in escrow with the US Corporate Counsel prior to Closing to cover the building of the NMTV brand and awareness in the investment community as well as the Company's regulatory compliance. There is a commitment from all parties to continue to maintain a transparent organization going forward to enable shareholders to understand NMTV's strategic initiatives.
Barry Fludgate, RTGV's CFO commented: "NMTV is a value proposition intended to reward all stakeholders. It will take advantage of additional companies available to continue to build out a vertically integrated media and payments business."
The officers of RTGV will continue providing regular progress via press releases to the community. Later this week we expect further news as well as filing RTGV's Quarterly Report with the SEC due on January 14, 2008.
About NMTV: NMTV is a media venture utilizing a new exclusive broadband technology which delivers multicast transmissions ensuring TV quality without buffering or freezing. Its infrastructure is comprised of an established studio complex outside of London with six operational subsidiaries, an investment vehicle which owns the freehold on the studio property, and a television production operation which has joint venture agreements with 15 internet channels. The Company has a payment system (epaypoint) geared to the Internet and designed to accommodate exponential demand for media and is a natural extension for NMTV. Initiatives are also underway in Reality TV and ongoing natural history filming. Other subsidiaries hold film interests via script rights. (This summary will be modified as the company evolves following the Business Plan in development.)
Safe Harbor Provisions: The foregoing contains certain predictive statements that relate to future events or future business and financial performance. Such statements can only be predictions, and the actual events or results may differ from those discussed due to, among other things, those risks described in RTGV's reports filed with the SEC. Opinions expressed herein are subject to change without notice. This document is published solely for information purposes, and is not to be construed as an offer to sell or the solicitation of an offer to buy any securities in any state. Past performance does not guarantee future performance. Additional information is available upon request.
CONTACT INFORMATION: RTG Ventures, Inc. Investor Relations 917-488-6473
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