ProActive Computer Reaches Agreement for Acquisition of Public Shell; Signs Letter of Intent to Secure Financing for Shell
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19 March 2004, 2:48pm ET
HOUSTON--(BUSINESS WIRE)--March 19, 2004--ProActive Computer Services Inc. (PAVP: Pink Sheets) today announced that it has reached an agreement to acquire a controlling interest in a public shell for cash. The anticipated completion date when all shares will be delivered to PAVP is March 23, at which time the name and ticker symbol will be released. This is a debt-free public shell that is in good standing with no past or present legal problems with the SEC. In addition, all transfer and minute book records are up-to-date. Due to these qualities, this shell is a prime candidate to attain OTC Bulletin Board status in the near term. Mr. Andrea Cortellazzi will be appointed the new chairman and CEO of the company. Andrea's goal is to transform the shell into a viable holding company that will invest in leading-edge and innovative technologies. The shell's mandate will be to acquire and invest in private technology companies that possess valuable intellectual property and patents. These companies should also possess a competitive advantage in their field, a comprehensive strategic plan and a strong management team.
CEO Andrea Cortellazzi has signed a letter of intent with a major Israel-based investment group for a $500,000 equity investment in the shell, with the option of increasing it to $2M. This group has a staff of respected leaders in high-tech financing and capital markets law. The investment will be in the form of restricted shares of the shell for a term of not less than one year. These funds will be used by the shell to make its first major investment. Andrea and his advisors are currently evaluating firms that own intellectual property that is valued at over $15M and have been very successful in attracting major investors to finance their projects. Full disclosure of this investment will be done upon completion of due diligence.
Mentioned Last Change
PAVP 0.005 0.0002dollars or (3.84%)
As per the March 9 press release, there will be a spin-off of this shell with PAVP shareholders of record benefiting from it. Shares of the shell will be distributed to PAVP shareholders of record as of the close of business on April 9, 2004. PAVP shareholders will receive 1 share of the shell's common stock for every 100 shares of PAVP common stock owned.
PAVP anticipates that its name and ticker symbol will be officially changed to CortDev Inc. on March 23. At that time, PAVP will also provide an update on the recent developments with respect to the re-development of the St. Hubert airport.
It has come to our attention that certain parties are posting negative, harmful and inaccurate information on financial websites and message boards. Anyone posting false information regarding PAVP will be subject to legal action on a swift basis. PAVP's legal department has been notified of such postings and will take legal action if necessary to protect the company from these slanderous and baseless allegations.
PAVP corrects the statements made in our March 12 press release regarding Digitalus Technology Inc. (DTI). PAVP was misinformed by DTI's principals regarding the Fx Lock product. It is in fact not developed by DTI but by Biometrika. DTI is in the process of developing its own proprietary technology and products, which will be made public once the blueprints are completed. PAVP regrets having made the error of not thoroughly reviewing all the documents provided by DTI regarding the Fx Lock and assures all shareholders that this will not happen again.
For more information, please call Andrea Cortellazzi at 514-830-3348 after 8PM EST on March 22 as he is presently engaged in business meetings in Houston, TX. Alternatively, you may e-mail the company at cortdev@sympatico.ca for an immediate response.
Forward-Looking Statements
Please be advised that statements made herein, other than historical data, constitute forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those stated or implied by such forward-looking statements. The potential risks and uncertainties include, among others, potential volatility in the company's stock price, increased competition, customer acceptance of new products and services offered by the company, and uncertainty of future revenue and profitability and fluctuations in its quarterly operating results. More information about potential factors that could affect the company's business and financial results may be obtained by contacting the company at by phone at 514-830-3348. Please also be advised that the company's stock is not currently registered with the Securities and Exchange Commission.
CONTACT: ProActive Computer Services Inc.
Andrea Cortellazzi, 514-830-3348
cortdev@sympatico.ca
SOURCE: ProActive Computer Services Inc.
