TORONTO--( BUSINESS WIRE)--May 22, 2002 - Ozolutions Inc.( OTCBB-OZLU), Toronto based international distributor of chemical free water treatment systems is pleased to announce that it has signed a letter of intent to acquire all the outstanding common and preferred shares of Specdex Inc., (www.specdex.com) Berkeley, California based provider of assisted selling solutions for wholesale and distribution firms. Specdex equips its customers with the first Internet-based, catalog focused facility to reduce product search and configuration time by as much as 90%. As a distributor of water treatment products, Ozolutions believes that the acquisition of such a powerful distribution technology will significantly increase its own ability to penetrate the United States and an expanding number of markets. Ozolutions will also benefit from Specdex Division revenues and the company's major customer contacts
Ozolutions will acquire all Specdex shares by issuing 4,536,500 restricted common shares. This transaction will be preceeded by Ozolutions acquisition of the assets and undertakings of Electrical Systems Engineering ( ESE) of Bowling Green, Kentucky. ESE is a long established distributor of electrical equipment and supplies, generates annual sales of approximately six million dollars, annual profits of approximately $400,000 and has net assets of $ 3,200,000. Ozolutions has agreed to post as collateral or sell to an agreed upon financial institution arranged by Specdex, up to two and one-half million restricted common shares of Ozolutions Inc. which will be used to purchase the assets of ESE.
Once acquired, ESE will be fully managed by Specdex which will be able to use the ESE facility as a laboratory for refining and improving Specdex distribution software and which prospective customers can visit to see Specdex at work in a typical wholesale distribution company. Max Weissengruber, Ozolutions President stated that " Distribution of water treatment units in the US requires a nationwide distribution capability since there is intense competition and buyers who are dispersed all across the US. Dealing with a large number of local dealers or agents without a system that can serve all areas with current product, pricing and delivery information can be very difficult. That is why Ozolutions is excited by the Specdex capability to provide both suppliers and consumers across the United States with the information they need to source Ozolutions product solutions no matter where they are located."
Bill Hurley, Specdex Chairman, concluded that his own lengthy experience as Group Chairman of Winholesale, with 350 plus branches across America " " Convinced me that effective distribution of plumbing, electrical and building supplies requires a convenient, up-to-date custom quote and ordering processing system . Specdex will charge a wholesale company an initial fee to establish and maintain their company wide system and a fee for each branch as well require an annual maintenance fee. Our aim is to establish long term relationships with our customers which will also result in a recurring annual fee."
Ozolutions expects both the Specdex and ESE transactions to be concluded upon completion by the required due diligence by all parties.
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