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"RPID News" Rapid Link announces completion of acquisition

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B7$4   Wednesday, 03/03/10 07:37:40 AM
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"RPID News" Rapid Link announces completion of acquisition of Mr Prepaid
Mar 03, 2010 (M2 EQUITYBITES via COMTEX) --


Telecommunications services company Rapid Link Incorporated (OTC.BB: RPID | Quote | Chart | News | PowerRating) announced today that it has completed the initial closing of its acquisition of Mr Prepaid Inc, a former subsidiary of Blackbird Corporation and a provider of prepaid telecommunication and transaction based point of sale activation solutions, under a share exchange agreement between the companies and certain of Blackbird's stockholders.

Under the terms of the share exchange agreement, Rapid Link has acquired Mr Prepaid Inc in exchange for 10,000,000 shares of Series A convertible preferred stock.

The shares of preferred stock reportedly represent, on an as-converted basis, 80% of the outstanding capital stock of the company.

Mr Prepaid's product offerings include prepaid wireless PINs for use with various mobile telephone providers.

The company said that in connection with the initial closing, its senior secured indebtedness was restructured and reduced from over USD7.0m to an aggregate amount of USD1.25m.

Also, simultaneously with the initial closing, Rapid Link transferred its former subsidiaries, Telenational Communications Inc and One Ring Networks Inc, to a third party, which also assumed a material portion of the company's senior secured indebtedness.

In addition, in connection with the initial closing, the company's board of directors and management team was reconstituted. John A Jenkins, Lawrence Vierra and David Hess resigned as members of the board of directors, effective 24 February 2010.

Jenkins also resigned as chief executive officer and chief financial officer of the company. Charles Zwebner, David Stier and Valerie Ferraro were appointed to serve as new members of the board of directors and Zwebner was appointed as CEO and president of the Company.

Also on 24 February 2010, the company issued a convertible promissory note in the principal amount of USD0.5m in favour of a third party lender. The principal of the convertible note accrues interest at the rate of 3.00% per annum and matures, unless converted earlier, on 31 December 2011.

Rapid Link intends to use the proceeds of the convertible note for working capital needs and to assist in executing its growth strategy.

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