News
JUL 10, 2007 -- Newlook sells onlinetel subsidiary
Toronto - Newlook Industries Corp. ("Newlook") (TSXV: NLI) announces that its Onlinetel Corp. ("Onlinetel") subsidiary entered into an option agreement on June 28, 2007 with 1597541 Ontario Inc. (operating as "Worldline") to sell its operations, fixed assets and intellectual property for aggregate consideration of $2,250,000 ("the Transaction").
Worldline is a privately-held, Kitchener-based company providing a line of long-distance, telecommunications and Internet services and value-added products.
The general terms and conditions of the Transaction are as follows:
1. Onlinetel grants Worldline an option to purchase its assets for consideration of:
a) $750,000 worth of telecommunications services as specified in a services agreement between Onlinetel and Worldline. The services agreement is for an initial term beginning September 1, 2007 and ending August 31, 2012, with successive terms of twelve months each that may automatically renew, and
b) $1,500,000 to be applied as consideration as earned through the operational cash flow of the Onlinetel business, which will be funded by Onlinetel and co-managed with Worldline personnel.
2. The termination date of the option is the earlier of the closing date (if the option is exercised) or June 27, 2012. During the option period:
a) Worldline shall provide the business with certain telecommunications services for a nominal charge, and
b) Onlinetel and Worldline will use commercially reasonable efforts to co-operate to maximize positive cash flow of the Onlinetel business.
3. Worldline shall be entitled to exercise its purchase option upon Onlinetel's operations generating $1,500,000 in aggregate positive cash flow.
The Transaction follows a separate asset purchase agreement signed by Onlinetel and a telecommunications services provider on May 1, 2007, for the sale of its 10-10-580 business.
In addition, Newlook anticipates reporting a gain amounting to over $300,000 resulting from a debt settlement from the operations of Onlinetel in its financial statements for the quarter ended June 30, 2007.
Newlook also anticipates reporting a gain of $750,000 from receipt of the abovementioned telecommunications services agreement in its consolidated financial statements for the fiscal year ended September 30, 2007.
The full text of the agreements constituting the Transaction, the debt settlement agreement for approximately $300,000 and the 10-10-580 sale are available on the Company's material change report filed on SEDAR concurrently with this news release.
Newlook Industries Corp., headquartered in Toronto, Ontario is a publicly traded company listed on the TSX Venture Exchange. For more information please call (416) 216-8659 or refer to www.sedar.com.
The management of the company, who take full responsibility for its content, prepared this press release. The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. This press release contains forward-looking statements relating to future events and results that are based on Newlook's current expectations. These statements involve risks and uncertainties including, without limitation, Newlook's ability to successfully develop and market its products, consumer acceptance of such products, competitive pressures relating to price reductions, new product introductions by third parties, technological innovations, and overall market conditions. Consequently, actual events and results in future periods may differ materially from those currently expected.
For more information contact:
John Simmonds
Chief Executive Officer
Newlook Industries Corp.
Telephone: (416) 477-5656, Ext. 301
JUL 10, 2007 -- Newlook sells onlinetel subsidiary
Toronto - Newlook Industries Corp. ("Newlook") (TSXV: NLI) announces that its Onlinetel Corp. ("Onlinetel") subsidiary entered into an option agreement on June 28, 2007 with 1597541 Ontario Inc. (operating as "Worldline") to sell its operations, fixed assets and intellectual property for aggregate consideration of $2,250,000 ("the Transaction").
Worldline is a privately-held, Kitchener-based company providing a line of long-distance, telecommunications and Internet services and value-added products.
The general terms and conditions of the Transaction are as follows:
1. Onlinetel grants Worldline an option to purchase its assets for consideration of:
a) $750,000 worth of telecommunications services as specified in a services agreement between Onlinetel and Worldline. The services agreement is for an initial term beginning September 1, 2007 and ending August 31, 2012, with successive terms of twelve months each that may automatically renew, and
b) $1,500,000 to be applied as consideration as earned through the operational cash flow of the Onlinetel business, which will be funded by Onlinetel and co-managed with Worldline personnel.
2. The termination date of the option is the earlier of the closing date (if the option is exercised) or June 27, 2012. During the option period:
a) Worldline shall provide the business with certain telecommunications services for a nominal charge, and
b) Onlinetel and Worldline will use commercially reasonable efforts to co-operate to maximize positive cash flow of the Onlinetel business.
3. Worldline shall be entitled to exercise its purchase option upon Onlinetel's operations generating $1,500,000 in aggregate positive cash flow.
The Transaction follows a separate asset purchase agreement signed by Onlinetel and a telecommunications services provider on May 1, 2007, for the sale of its 10-10-580 business.
In addition, Newlook anticipates reporting a gain amounting to over $300,000 resulting from a debt settlement from the operations of Onlinetel in its financial statements for the quarter ended June 30, 2007.
Newlook also anticipates reporting a gain of $750,000 from receipt of the abovementioned telecommunications services agreement in its consolidated financial statements for the fiscal year ended September 30, 2007.
The full text of the agreements constituting the Transaction, the debt settlement agreement for approximately $300,000 and the 10-10-580 sale are available on the Company's material change report filed on SEDAR concurrently with this news release.
Newlook Industries Corp., headquartered in Toronto, Ontario is a publicly traded company listed on the TSX Venture Exchange. For more information please call (416) 216-8659 or refer to www.sedar.com.
The management of the company, who take full responsibility for its content, prepared this press release. The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. This press release contains forward-looking statements relating to future events and results that are based on Newlook's current expectations. These statements involve risks and uncertainties including, without limitation, Newlook's ability to successfully develop and market its products, consumer acceptance of such products, competitive pressures relating to price reductions, new product introductions by third parties, technological innovations, and overall market conditions. Consequently, actual events and results in future periods may differ materially from those currently expected.
For more information contact:
John Simmonds
Chief Executive Officer
Newlook Industries Corp.
Telephone: (416) 477-5656, Ext. 301
