WTRO merer as per 8-k
Item 1.01 Entry into a Material Definitive Agreement.
On June 29, 2007, the Registrant entered into an Agreement and Plan of
Merger (the "Agreement") with Tek Ltd., a New Jersey corporation ("Tek") and
John Chase Lee, the sole shareholder of Tek and president and CEO of the
Registrant ("Lee").
Pursuant to the Agreement, (a) Registrant will form a wholly-owned
subsidiary to merge with and into Tek, whereby Tek is the surviving corporation,
and (b) Registrant will issue 40,000,000 shares of its common stock to the
shareholders of Tek in exchange for all of Tek's outstanding stock. Upon
completion of the merger, the Registrant will have 90,528,293 shares of common
stock outstanding, with Lee beneficially owning 54,380,632 shares or
approximately 60%. The merger is scheduled to close on or about July 15, 2007,
and is conditioned upon satisfactory completion of due diligence and other
corporate actions.
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