Counsel Corporation's Telecommunications Platform, I-Link, To Acquire WorldxChange Communications' Retail Long Distance Business.Business Editors TORONTO--(BUSINESS WIRE)--May 30, 2001 Winning Bid in Bankruptcy Auction Part of Strategic Focus On Opportunistic Acquisitions Counsel Corporation (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :CXSN)(TSE See Tokyo Stock Exchange. TSE 1. See Tokyo Stock Exchange (TSE). 2. See Toronto Stock Exchange (TSE). :CXS CXS Coherent X-Ray Scattering .), the majority stockholder of I-Link Incorporated (NASDAQ:ILNK), today announced that I-Link has agreed to acquire substantially all of the assets of the retail long distance business of WorldxChange Communications, Inc., with traffic originating in the U.S. and Canada and terminating worldwide, for an aggregate purchase price of US$15 million, including all accounts receivable accounts receivable n. the amounts of money due or owed to a business or professional by customers or clients. Generally, accounts receivable refers to the total amount due and is considered in calculating the value of a business or the business' problems in paying . Counsel, bidding on behalf of I-Link, was the sole all-cash bidder in the auction of the WorldxChange assets conducted under the supervision of the U.S. Bankruptcy Court bankruptcy court n. the specialized Federal court in which bankruptcy matters under the Federal Bankruptcy Act are conducted. There are several bankruptcy courts in each state, and each one's territory covers several counties. for the Northern District of Illinois in the Chapter 11 bankruptcy proceedings bankruptcy proceedings n. the bankruptcy procedure is: a) filing a petition (voluntary or involuntary) to declare a debtor person or business bankrupt, or, under Chapter 11 or 13, to allow reorganization or refinancing under a plan to meet the debts of the party of World Access, Inc., the parent company of WorldxChange. Financing for the transaction will be supported by the acquired assets as well as a loan from Counsel Corporation on terms being negotiated. I-Link will have the right to cause WorldxChange to assume or reject, at I-Link's election, each of WorldxChange's telecommunications equipment leases, carrier and service agreements and other executory contracts. The estimated annualized annualized Of or relating to a variable that has been mathematically converted to a yearly rate. Inflation and interest rates are generally annualized since it is on this basis that these two variables are ordinarily stated and compared. revenues of WorldxChange's core "dial around" business are approximately US$70 million with approximately 300,000 retail subscribers. "This is a significant milestone in the execution of our strategy to create a global telco-grade Voice over Internet Protocol See Internet and TCP/IP. (networking) Internet Protocol - (IP) The network layer for the TCP/IP protocol suite widely used on Ethernet networks, defined in STD 5, RFC 791. IP is a connectionless, best-effort packet switching protocol. (VoIP) company" said Gary Wasserson, CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. and President of I-Link. "Last month's acquisition of Nexbell Communications solidified I-Link's technology platform and set the stage for rapid growth through the acquisition and migration of traditional telephony traffic to our network. The WorldxChange transaction reflects our strategic focus on opportunistic acquisitions of revenue-generating businesses to further leverage our outstanding infrastructure. In addition, this transaction is expected to significantly augment our retail customer base and provide greater opportunities for the expansion of our next generation services." "As our telecommunications platform, I-Link is poised for tremendous growth," stated Allan Silber, Chairman and CEO of Counsel Corporation. "We will continue to identify and pursue opportunities to acquire telecommunications assets that will generate rapid growth in revenues, cash flow and earnings, and enhance I-Link's reputation as the premier global telco-grade VoIP company. I-Link," continued Mr. Silber, "provides Counsel with the foundation to execute the strategy that it has used successfully in the past, namely, to use its financial and management capabilities to build upon a strong platform and, ultimately, realize value for our shareholders." About Counsel Corporation Counsel Corporation (TSE:CXS / Nasdaq:CXSN) focuses on acquiring significant positions in, and actively managing for growth, a portfolio of operating companies. Counsel's strategic portfolio investments include companies that possess enabling technologies that provide a competitive advantage for their end users and have the potential to contribute to the transformation of the business environment: a 52% (fully diluted) stake in sales and marketing intelligence systems provider Proscape Technologies, Inc. (www.proscape.com); a 33% stake in e-marketer Impower, Inc. (www.impower.com); a 28% stake in e-learning application service provider IBT (1) (Instructor Based Training) Training courses conducted by human teachers. (2) (Internet Based Training) Training courses provided via the Internet. Technologies, Inc. (www.ibt-technologies.com); and a 13% stake in Internet data communications data communications, application of telecommunications technology to the problem of transmitting data, especially to, from, or between computers. In popular usage, it is said that data communications make it possible for one computer to "talk" with another. and services provider Core Communications Corporation (www.core.net). Counsel Communications LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control is a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of Counsel Corporation. Counsel Communications is focused on acquiring, consolidating and operating Internet telephony and other telecommunications-related businesses. In February 2001, Counsel Communications acquired 97.5% of Nexbell Communications Inc. (www.nexbell.com), a designated Cisco Powered Network member in the Voice over Internet Protocol (VoIP) category. On March 1, 2001, Counsel Communications acquired a 65% interest in I-Link Incorporated (Nasdaq:ILNK; www.i-link.com), an enhanced Internet Protocol voice and data communications service provider. On April 18, 2001, I-Link acquired Counsel's interest in Nexbell in exchange for shares, resulting in Counsel owning approximately 70% of I-Link. The Company's primary strategy is to develop one of the most sophisticated, next-generation communications networks in the US, providing efficient, leading-edge domestic and international VoIP connectivity as well as other related "value-added" and traditional telecommunications services. In the medical products sector, Counsel's 78.5%-owned Sage BioPharma, Inc. subsidiary (www.sagebiopharma.com) develops and markets products used in the treatment of infertility. About I-Link Headquartered in Draper, Utah, I-Link (Nasdaq: ILNK - news) is an enhanced voice/data service provider. With its software-defined network architecture, I-Link simplifies the delivery of unified communications today. I-Link offers a full range of enhanced services such as one-number call routing; caller screening; unified voice, fax, pager and e-mail messaging; voice-and fax-on-demand; conference calling; and seamless call transfer from cell phone to land-line and vice versa VICE VERSA. On the contrary; on opposite sides. via a direct connection to its nationally deployed Internet Protocol telephony network. I-Link's open API-programming platform for enhanced IP communications, Gatelink, uses softswitch technology to rapidly create and deploy IP-based, enhanced communications services with less expense and complexity. For further information, visit I-Link's website at http://www.i-link.com. This news release may include statements that constitute forward-looking statements, usually containing the words "believe," "estimate," "project," "expects," or similar expressions. These statements are made pursuant to the safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. provisions of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. By making these forward-looking statements, the Company undertakes no obligation to update these statements for revisions or changes after the date of this document. |
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