Calypso Wireless, Inc. (the "Company", "we", "Calypso" or Calypso Wireless), formerly Kleer-Vu Industries, Inc. (Kleer-Vu), was incorporated in the State of Delaware on March 22, 1983. The Company operates as a holding company with three subsidiaries, Industria de Telecomunicaciones Americanas ATEL, S.A. (American Telecom Industries ATEL, S.A.), which was incorporated in 1997 under the Laws of the Republic of Costa Rica; Sleipner, S. A. which was incorporated in 2003 under the laws of Switzerland and doing business in Milan, Italy; and Calypso Technology Holdings, Inc which was incorporated in 2006 in the State of Florida.
The Company is a result of a business combination on October 4, 2002, between Kleer-Vu Industries, Inc., a public shell company, and Calypso Wireless, Inc., a privately held development stage company incorporated in the State of Florida in 1998. Kleer-Vu acquired all of the outstanding capital stock of Calypso Wireless, Inc. by issuing 90,000,000 shares of its restricted common stock. For accounting purposes, the acquisition has been treated as the recapitalization of Calypso Wireless, Inc., with Calypso Wireless, Inc. being deemed the acquirer of Kleer-Vu in a reverse merger. At the conclusion of the merger, Calypso Wireless, Inc. stockholders held 99.8% of the combined company. The Company is a development stage company. The company has been in the development stage since inception of its wholly owned subsidiary; Industria de Telecomunicaciones Americanas ATEL, S.A. (American Telecom Industries ATEL, S.A.) which was incorporated in 1997 under the Laws of the Republic of Costa Rica. American Telecom Industries ATEL, S.A. began its research and development activities in 1997. In July, 2006, Calypso Wireless acquired a 16.8% interest in RV Technology Ltd. (RV Technology). RV Technology is a limited company under the laws of Hong Kong. The company is privately held. In October, 2006 Calypso acquired Sleipner S. A. to obtain software to complement ASNAP. In September, 2006 the board of Directors authorized the creation of a wholly owned subsidiary Calypso Technology Holding, Inc. which was incorporated in Florida to explore a proposed contract with VoipTel to propose on a contract in Argentina that would have Calypso providing a dual mode device operating on GSM and Wi-Fi in 802.11a standard (5Ghz). Calypso Technology Holdings received $10,000 Buenos Aires VoipTel the prime bidder to travel to Argentina and assist in the proposal to the Argentina government officials. VoipTel has not received the frequencies required to proceed with any work. There was no other activity in Calypso Technology Holdings.
CALYPSO WIRELESS, INC. AND SUBSIDIARIES (A Development Stage Company)
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
The consolidated financial statements include the accounts of the Company (located in Miami Lakes, Florida) and its wholly owned subsidiaries, American Telecom Industries ATEL, S.A. (located in Managua, Nicaragua), Sleipner, S.A. and Calypso Technology Holdings, Inc. All significant intercompany transactions and balances have been eliminated in consolidation.
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