JKRI news looks good, r/m and low floater; SAN DIEGO, Dec. 6 /PRNewswire-FirstCall/ -- The Jackson Rivers Company, (OTC Bulletin Board: JKRI) announced today that it has merged with Diverse Networks, Inc. (DNI), a provider of remote asset management and network services for the energy industry. Based in Houston, Texas, Diverse Networks is a full service solutions provider in the Machine-to Machine (M2M) market and has developed specialized hardware and software solutions for M2M services. Founded in 1998 and profitable nearly every year since 1999, DNI has been a data and network management solutions and service company to major companies including several different multi-national oil and gas companies, Palm.net, Halliburton and General Dynamics. More recently they have developed and pilot tested an advanced data collection and delivery platform for applications within the emerging M2M market space. Over the past 6 years, DNI has achieved gross revenues averaging more than $5 million per year. "The M2M industry is an exciting and rapidly growing multi-billion sector of data management. We believe Diverse Networks is uniquely positioned to be an international leader in providing turnkey M2M solutions and managed services to companies in all areas of business," stated Jeffrey Flannery, CEO of The Jackson Rivers Company. "Diverse has the experience, the management and the vision to move Jackson Rivers forward as a major participant in this exciting industry." Under the terms of the agreement, Jeffrey Flannery will retain his positions of CEO and CFO. James Nelson will assume the position of Chairman, President and Chief Operating Officer. Diverse will maintain its operations in Houston, which includes a network operation center and data storage facility. Diverse currently has fifteen employees and maintains management and consulting contracts for several different major oil and gas companies including Chevron. "We are excited to have formed this partnership with Jackson Rivers Company," stated James Nelson, CEO and founder of Diverse Networks, Inc. "This merger will help us move forward more rapidly in establishing a broader base of customers and give us the support we need to be one of the best providers of turn-key solutions and services in the M2M industry. We are looking to expand our services to include petroleum and gas production and pipeline companies, energy and water providers wastewater facilities, and municipalities." The Merger Agreement was signed on December 1, 2005 and provides for DNI shareholders of DNI to receive either (i) $0.21 in the form of a one-year 8% promissory note, or (ii) one share of a Preferred Series B Stock in JKRI for each share of DNI stock converted in the merger. Each share of Series B stock will initially be convertible, starting December 1, 2007, into that number of shares of The Jackson Rivers Company common stock obtained by multiplying the number of shares to be converted by a fraction, the numerator of which is .5942795 and the denominator equal to the "market price" of The Jackson Rivers Company common stock. The conversion rate is subject to adjustment. Further terms and conditions of the merger agreement will be published in the Current Report on Form 8-K. More information on Diverse Networks, Inc. can be found on its web site, www.diversenet.com. Investors are cautioned that certain statements contained in this document as well as some statements in periodic press releases and some oral statement of JKRI officials are "Forward-Looking Statements" within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act"). Forward-looking statements include statements which are predictive in nature, which depend upon or refer to future events or conditions, which include words such as "believes," "anticipates," "intends," "plans," "expects," and similar expressions. In addition, any statements concerning future financial performance (including future revenues, earnings or growth rates), ongoing business strategies or prospects, and possible future JKRI actions, which may be provided by management, are also forward-looking statements as defined by the Act. Forward-looking statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance or achievements of the Company to materially differ from any future results, performance, or achievements expressed or implied by such forward-looking statements and to vary significantly from reporting period to reporting period. Although management believes that the assumptions made and expectations reflected in the forward-looking statements are reasonable, there is no assurance that the underlying assumptions will, in fact, prove to be correct or that actual future results will not be different from the expectations expressed in this report. These statements are not guarantees of future performance and JKRI has no specific intention to update these statements. SOURCE The Jackson Rivers Company, Inc.
Contact Information: Janet Whitehead of The Jackson Rivers Company, Inc., +1-619-615-4242
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