VIANET Technology Group, Ltd (VTGL)

[ScovilleUnits]

Re: Not Found

Hummm? It's on the VIANET Direct, Inc website. No matter, I'll copy/paste it. Perhaps I should have to start with. Respects and best wishes to all. (disclosure: I never bought. Darn interested but never pulled the trigger)


PRESS RELEASE

VIANET Direct, Inc. Announces Merger With Vianet Technology Group Limited Will Not Be Effected

NEW YORK, New York – July 15, 2005 - VIANET Direct, Inc. and VIANET Technology Group Limited (“VTGL”) (OTCBB: VTGL.OB) have agreed to not go forward regarding a preliminary merger agreement between the parties that had been announced by VTGL on July 1, 2005 and elaborated upon by VIANET Direct on July 7, 2005. In the latter release, VIANET Direct had disclosed that the agreement between the parties was preliminary and subject to a number of conditions, and that because “the parties have not completed their due diligence review of each other, there can be no assurance that the parties will consummate the merger according to the terms set forth above or that the parties will consummate the merger.” In connection with the mutual decision by the parties to not complete the merger, VIANET Direct has requested that VTGL promptly cease and desist using the name “VIANET” in its company name.

VIANET Direct is a real time, virtual, interactive and anonymous block trading system for all types of equity securities. VIANET Direct provides an electronic platform in which institutions and financial intermediaries are directly linked to the largest pool of liquidity, the exchanges on which the securities are traded. A block trading system, VIANET Direct provides for direct access, continuous order matching, timed crossing sessions, initiation of auctions and the ability to electronically search for hidden liquidity in the marketplace.



Contact:

James Wilent

President and Chief Executive Officer

212-837-7701

[e-mail]







PRESS RELEASE

VIANET Direct, Inc. Announces Preliminary Agreement To Merge With Vianet Technology Group Limited.

NEW YORK, New York - July 7, 2005 -VIANET Direct, Inc. has reached a preliminary agreement with VIANET Technology Group Limited (OTCBB: VTGL.OB) pursuant to which the parties anticipate that VIANET Acquisition Corp., a newly formed subsidiary of VIANET Technology Group Limited, will merge with and into VIANET Direct, with VIANET Direct as the surviving corporation. The parties anticipate that VIANET Technology Group Limited will issue an aggregate of approximately 21,000,000 shares of its common stock on a fully diluted basis to the holders of VIANET Direct's issued and outstanding common stock, warrants and stock options. Subsequent to the merger, VIANET Direct anticipates that its stockholders on the closing date will own approximately 78% of the common stock of VIANET Technology Group Limited on a fully diluted basis.

The consummation of the merger is subject to standard closing conditions including:

" execution of a definitive merger agreement that is approved by each corporation's board of directors; " approval of the definitive merger agreement and the merger by the stockholders of each corporation; " receipt of all permits, authorizations, regulatory approvals and third party consents (including, but not limited to, NASD approval of the transaction) necessary for the consummation of the merger; " satisfaction of all applicable legal requirements, including compliance with all applicable federal and state securities laws; " resignation of all of VIANET Technology Group Limited's present officers and directors, who shall be replaced by officers and directors selected by VIANET Direct; and " the merger must qualify as a tax-free transaction to each of VIANET Technology Group Limited, VIANET Direct and VIANET Direct's stockholders.

In addition, VIANET Technology Group Limited has agreed that, as of the closing date of the merger, it:

" shall not have any debts or liabilities, contingent or otherwise; " shall have no more than 5,960,000 issued and outstanding shares of common stock; " shall have valid collectible accounts receivable, notes receivable or cash of at least $3.25 million.

As the agreement between the parties is a preliminary agreement subject to the conditions set forth above, and the parties have not completed their due diligence review of each other, there can be no assurance that the parties will consummate the merger according to the terms set forth above or that the parties will consummate the merger.

VIANET Direct, Inc. is a real time, virtual, interactive and anonymous block trading system for all types of equity securities. VIANET Direct, Inc. provides an electronic platform in which institutions and financial intermediaries are directly linked to the largest pool of liquidity, the exchanges on which the securities are traded. A block trading system, VIANET Direct, Inc. provides for direct access, continuous order matching, timed crossing sessions, initiation of auctions and the ability to electronically search for hidden liquidity in the marketplace.

VIANET Technology Group Limited, formerly Pender International, Inc., previously announced the sale of its wholly-owned subsidiaries Montebello Developments Corp. and IMM Investments, Inc.



Contact:

James Wilent

CEO / President

212-837-7701 [e-mail]



*

The 71st Annual STA Conference and Business Meeting
Boca Raton Resort & Club, Boca Raton, Florida
October 6 - 10th, 2004
http://www.securitytraders.org/71st_conference_info.html
*

11th International Conference on Hedge Fund Investments
Fairmont Southampton Princess
Bermuda
September 19 - 21 2004
http://www.marhedge.com/conferences/bermuda/bermuda.htm
*

STA Dallas Convention
Dallas Four Seasons Resort
Dallas, TX
September 9 - 12, 2004
* Wall Street Letter January 11, 2004

'...As Black Box Stands To Gain Under New Management'
* INVESTMENT DEALERS' DIGEST December 15, 2003

'Bringing Rebel Technology to the Big Board's Floor'
* Wall Street Letter July 27, 2003

'Specialists, Brokers Boost VIA-NET Black Box'
* Traders Magazine November 2002

'at deadline' page 8, 'NYSE Crossing'
* Wall Street Letter October 20, 2002

'NYSE Members to Create Trading Systems to Take on Big Board's Matching Facility'