DBS Holdings Inc Announces Share Exchange and Finance Agreement.Business Editors VANCOUVER, B.C.--(BUSINESS WIRE)--April 26, 2001 DBS (Direct Broadcast Satellite) A one-way TV broadcast service from a communications satellite to a small round or oval dish antenna no larger than 20" in diameter. Holdings Inc ("The Company") (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :DBSH) announces that it has executed a share exchange and finance agreement ("Agreement") with M-I Vascular Innovations Inc. ("M-I"). The Company is now in the process of acquiring the endorsement to such Agreement from certain major stockholders constituting approximately 58% of the issued shares of M-I. The Agreement provides, amoungst other matters, that the Company will, as a condition of Closing, raise a minimum of $3,000,000 of funding for M-I and will acquire shares of M-I on a one-for one ratio, with the result that upon acquisition of eligible M-I shares and investment by the Company in M-I, the Company will own not less than 85% of M-I. The Company anticipates that to acquire the shares of M-I that it will issue approximately 15,000,000 shares and will issue options and warrants, at prices varying from $1.00 to $1.50, in an approximate total of 6,000,000 options and warrants. In order to encourage acceptance of the Agreement by M-I and the shareholders thereof (and in order to permit sufficient capital for the majority of the transaction to allow the Agreement to occur), certain shareholders of the Company, including insiders, owning an aggregate of 5,500,000 shares have agreed to have the Company redeem their shares of the Company at $0.04 per share, subject to closing, reducing the issued capital of the Company (prior to M-I acquisition and finance) to approximately 5,360,000 issued shares. Closing of the Agreement is contracted to occur on or before May 18, 2001, unless mutually extended and subject to certain terms including finance of $3,000,000. M-I is a stent stent (stent) 1. a device or mold of a suitable material, used to hold a skin graft in place. 2. a slender rodlike or threadlike device used to provide support for tubular structures that are being anastomosed, or medical device and drug delivery development company. Its laser cut stent produced at M-I's subsidiary's manufacturing facilities underwent successful animal trials at the Mayo Clinic Mayo Clinic: see Mayo, Charles Horace. Mayo Clinic voluntary association of more than 500 physicians in Rochester, Minnesota. [Am. Hist.: EB, 11: 723] See : Medicine in 2000. M-I has entered into an agreement with Institute do Coracao, the second largest heart institute in the world, to conduct clinical trials in Sao Paulo, Brazil and payments and the process commenced in February, 2001. M-I has raised approximately $5,300,000 privately for development of its stent. DBS HOLDINGS INC. Per: Daniel Steunenberg President/Director This news release has been prepared by management of the company who takes full responsibility for its contents. This news release may include forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. within the meaning of section 27A of the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. Securities Act of 1933, as amended, and section 21E of the United States Securities and Exchange Act of 1934, as amended, with respect to achieving corporate objectives, developing additional project interests, the companys analysis of opportunities in the acquisition and development of various project interests and certain other matters. These statements are made under 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 and involve risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements contained herein. This news release shall not constitute an offer to sell or the solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. |
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