China Digital Communication Group Executes Agreement to Acquire Galaxy View International
22 Março 2006 - 10:57AM
PR Newswire (US)
LOS ANGELES and SHENZHEN, China, March 22 /PRNewswire-FirstCall/ --
China Digital Communication Group (OTC:CHID) (BULLETIN BOARD: CHID)
, one of the fastest growing battery components manufacturers in
China, announced today that it has entered into an agreement to
acquire Galaxy View International, Ltd. which operates through its
wholly owned subsidiary Sono Digital, a leading supplier of 3G
(third-generation) communications technology and equipment in
China, in a cash and stock transaction valued at approximately $8
million. In 2005, Galaxy View had unaudited revenues of $6 million
and unaudited net income of $2 million. The closing of the
acquisition is subject to various conditions, including receipt by
China Digital of an opinion from its financial advisor stating that
the terms of the acquisition are fair to it and its shareholders,
and receipt of customary consents, approvals and opinions.
Changchun Zheng, China Digital's chairman and CEO, stated, "The
acquisition of Galaxy View and its wholly owned subsidiary, Sono
Digital, will positively impact our 2006 financial performance
while significantly increasing our market position within the
rapidly emerging 3G technology communications space. Recognizing
the worldwide technological shift in the wireless communications
industry to 3G technologies, China Digital continues to make a
strategic transformation to become a leading manufacturer of high-
tech products and technologies to 3G communication systems wireless
providers." 3G communications refers to third-generation
communications devices, the next technological evolution in mobile
telephone and consumer electronics technology. 3G technologies, in
addition to voice transmission, allows for data transmission,
e-mail, and instant messaging. Under the terms of the acquisition
agreement, China Digital will acquire all of the outstanding shares
of privately held Galaxy View for total consideration of
approximately $8 million, which is comprised of $3 million in cash
and 7,575,757 unregistered shares of China Digital preferred stock
valued at approximately $5 million. The shareholders of Galaxy View
agreed to a lock- up provision restricting the resale of the shares
for a period of five years. Each preferred share will entitle the
holder to seven votes per share on all matters to be voted on by
the shareholders and will be mandatorily convertible into one share
of common stock after five years. In connection with the
acquisition, China Digital entered into a registration rights
agreement with the shareholders of Galaxy View, pursuant to which
such shareholders will have registration rights under certain
circumstances. Further information on Sono may be found at
http://www.sono.com.cn/. About China Digital Communication Group
China Digital Communication Group, through its wholly owned
subsidiary, Shenzhen E'Jenie Science and Technology Co., Ltd.
(E'Jenie), is one of China's leading manufacturers and developers
of advanced telecommunications equipment. E'Jenie sells advanced
high-quality lithium ion battery shell and cap products to all
major lithium ion battery cell manufacturers in China. E'Jenie's
products are used to power mobile phones, MP3 players, laptops,
digital cameras, PDAs, camera recorders and other consumer
electronic digital devices. China Digital is continuing its
expansion across East Asia while also seeking distribution partners
and acquisitions in new global markets, including the United
States. For more information, visit
http://www.chinadigitalgroup.com/. For investor relations
information, contact Ken AuYeung or Frank Hawkins, Hawk Associates,
at (305) 451-1888, e-mail: . An online investor kit, including
copies of China Digital press releases, current price quotes, stock
charts and other valuable information for investors, may be found
at http://www.hawkassociates.com/ and
http://www.americanmicrocaps.com/. Investors may also contact Peter
Clark, OTC Financial Network, (781) 444- 6100, ext. 629 ,
http://www.otcfn.com/chid. To contact the company, call Roy Teng,
China Digital Communication Group, (310) 461-1322, e-mail: ,
http://www.chinadigitalgroup.com/. Forward-looking statement:
Except for the historical information, the matters discussed in
this news release may contain forward-looking statements,
including, but not limited to, factors relating to future sales.
These forward-looking statements may involve a number of risks and
uncertainties. Actual results may differ materially based on a
number of factors, including, but not limited to, uncertainties in
product demand, risks related to doing business in China, the
impact of competitive products and pricing, changing economic
conditions around the world, release and sales of new products and
other risk factors detailed in the company's most recent annual
report and other filings with the Securities and Exchange
Commission. DATASOURCE: China Digital Communication Group CONTACT:
Investors: Ken AuYeung or Frank Hawkins both of Hawk Associates,
+1-305-451-1888, , or Peter Clark of OTC Financial Network,
+1-781-444-6100, x629, , all for China Digital Communication Group;
or Roy Teng of China Digital Communication Group, +1-310-461-1322,
Web site: http://www.chinadigitalgroup.com/
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