UniverCell Holdings, Inc. and Recall Mail Corporation Enter into Definitive Merger Agreement
20 Maio 2005 - 11:26AM
PR Newswire (US)
UniverCell Holdings, Inc. and Recall Mail Corporation Enter into
Definitive Merger Agreement MIAMI BEACH, Fla., May 20
/PRNewswire-FirstCall/ -- UniverCell Holdings, Inc. (OTC:UVCL)
(BULLETIN BOARD: UVCL) and Recall Mail Corporation announced today
that they have entered into a definitive Agreement and Plan of
Merger. Recall Mail, founded in 2003, operates
http://www.bigstring.com/ through its wholly owned subsidiary
EmailEmissary, Inc. Bigstring is an e-mail service for individuals
and businesses that uses patent-pending technology which permits
users to erase, recall, modify and set an expiration date for their
e-mails, even after they have been sent. The Agreement and Plan of
Merger provides for the merger of a wholly owned subsidiary of
UniverCell into Recall. As a result of the merger, the shareholders
of Recall will receive shares of UniverCell common stock for their
Recall shares and are expected to own approximately 76.4% of
UniverCell's common stock, on a fully-diluted basis, following the
merger. The proposed merger is subject to certain customary
conditions, including UniverCell and Recall receiving shareholder
and regulatory approval. "After searching for a merger candidate
which would increase shareholder value for the UniverCell
shareholders, we are very pleased to enter into this Agreement and
Plan of Merger with Recall and look forward to a fruitful
relationship," Sean Y. Fulda, UniverCell's Chief Executive Officer,
stated. "We look forward to completing our merger with UniverCell,"
said Darin Myman, President and Chief Executive Officer of Recall.
"We are excited at being part of a public company, which we believe
will allow us to further our growth strategy to make our Bigstring
email technology an industry standard." Statements about the
Company's future expectations, including future revenues and
earnings, and all other statements in this press release other than
historical facts are forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, and
as that term is defined in the Private Securities Litigation Reform
Act of 1995. The Company intends that such forward-looking
statements shall be subject to the safe harbors created thereby.
Since these statements involve risks and uncertainties and are
subject to change at any time, the Company's actual results could
differ materially from expected results. DATASOURCE: UniverCell
Holdings, Inc. CONTACT: Sean Fulda, UniverCell Holdings, Inc.,
+1-786-276-7817, or Darin Myman, Recall Mail Corporation,
+1-732-359-0270 Web site: http://www.bigstring.com/
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