Bizcom USA Announces Agreement to Acquire Assets of Sophia Communications.

Business Editors

FORT LAUDERDALE, Fla.--(BUSINESS WIRE)--Sept. 19, 2003

Bizcom U.S.A., Inc. ("Bizcom") announced that it has signed a Memorandum of Understanding with Sophia Communications, Inc. to purchase substantially all of Sophia's assets, which includes a nationwide ten-channel, two regional and eight economic area 220 MHz SMR licenses, Sophia's radio technology and other assets. The acquisition is subject to certain conditions, including approval by Sophia's shareholders, approval by the FCC of the license transfers, negotiation and execution of a definitive purchase agreement, and due diligence. The acquisition specifically excludes Sofia's operations in Latin America. If the conditions are met, the purchase price would be five million shares of Bizcom's restricted common stock, a promissory note payable due December 31, 2007 in the amount of $2,900,000 and bearing interest of 4% payable semiannually, which will be secured by the common stock of a Bizcom subsidiary that will own the FCC licenses, warrants to purchase one million shares of Bizcom's common stock at an exercise price subject to certain determinations, but not more than $6.00 per share for an exercise period of three years, $300,000 in cash at closing on or before October 31, 2003 and an additional $400,000 on January 31, 2004. The consideration of common stock and warrants will be held in escrow until the FCC formally authorizes Sophia to transfer the license, but Bizcom would take title to all other assets at closing.

Based in Fort Lauderdale, Florida, Bizcom provides emergency management and first responder software, and wireless voice and data communications equipment for public safety, critical infrastructure, Homeland Security, and Industrial / Commercial markets. Bizcom also offers spectrum efficient data and voice communications networks using spectrum from its recently acquired 220 MHz licenses. Bizcom is a public reporting company, and a link to its SEC filings and other information about the company can be found on its website at: http://www.bizcomusa.net

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Except for historical information contained herein, the matters set forth in this news release are forward-looking statements. The forward looking statements set forth above involve risks and uncertainties that could cause actual results to differ materially from any such statement, including the risks and uncertainties discussed from time to time in the company's press releases, and public filings with the U.S. Securities and Exchange Commission.