SATX Discloses Terms of TTC Acquisition.Business Editors ATLANTA--(BUSINESS WIRE)--Aug. 16, 2001 SATX SATX San Antonio, Texas SATx Substance Abuse Treatment (OTCBB OTCBB See OTC Bulletin Board (OTCBB). : SATX) disclosed the terms of the previously announced Letter of Intent (LOI LOI Letter of Indemnity (international trade and carriage business) LOI Letter Of Intent LOI Loss On Ignition LOI Letter of Inquiry LOI Lack Of Information LOI Lack of Interest LOI Letter of Invitation LOI List Of Items ) to purchase Total Telephone Concepts, Inc. (TTC TTC Trying To Conceive TTC Toronto Transit Commission TTC Trans Texas Corridor TTC Toutes Taxes Comprises (French) TTC Trident Technical College (North Charleston, SC) TTC Temporary Traffic Control ) today. The pending acquisition is a stock-for-stock transaction with SATX issuing TTC three million shares of SATX common stock for all of the issued and outstanding shares of TTC. In addition to the three million SATX shares TTC shareholders will receive warrants to purchase additional SATX stock at various prices in the future. The structure is unique in that as SATX and TTC succeed, the warrants provide for additional compensation to the TTC shareholders and additional capital to SATX but the structure minimizes SATX risk and shareholder dilution. President and 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. Terry Colbert remarked: "SATX shareholders should be very pleased with the structure of this acquisition. Minimal dilution and the fact the warrants are based on performance make this a very good deal for SATX. TTC brings SATX over $2MM in annual revenues with immediate growth potential to double the revenue stream within twelve months." "We recently demonstrated our GPS product line to several law enforcement groups at a convention in the state of Texas and received very positive responses. Several of the law enforcement groups are existing clients of TTC. It is our intention to have all of TTC's sales people sell our AlphaTrak GPS product line as well as the telecommunications systems they are accustomed to selling." Colbert continued, "Our AlphaTrak product line is a natural for law enforcement and emergency vehicle fleet management. The TTC acquisition will not only give SATX strong revenue and future growth opportunities but a very strong entree into this huge market." About Total Telephone Concepts TTC owns and operates inmate telephone systems in 25 correctional facilities in seven states. Headquartered in Houston, Texas “Houston” redirects here. For other uses, see Houston (disambiguation). Houston (pronounced /'hjuːstən/) is the largest city in the state of Texas and the , TTC is a leader in the correctional facility telecommunications business. TTC's management team has been in the inmate telephone business for over fifteen years and brings valuable experience and knowledge to SATX. About SATX, Inc. SATX, Inc. is a holding Company with access to capital to implement its business plan and is in the process of developing several interrelated in·ter·re·late tr. & intr.v. in·ter·re·lat·ed, in·ter·re·lat·ing, in·ter·re·lates To place in or come into mutual relationship. in subsidiaries. The Company's primary focus has been the maturation of products, services and markets for the prepaid cellular market and GPS-based tracking, locating and control business units. As SATX moves forward, the Company intends to develop and build a core group of companies such as: a GPS Technology Group, a Correctional Facilities Telecommunications Group, a Telemedicine Group, and an IT and Support Group intended to support all of the companies. Any statements released by SATX that are forward-looking 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. Editors and investors are cautioned that 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. involve risk and uncertainties that may affect SATX's business prospects and performance. Actual results may differ materially from the results predicted, and reported results should not be considered an indication of future performance. It is further noted that data referenced in this release may represent partial data, such as sales results, which are subject to supplementation by other disclosures by the Company. Potential risks and uncertainties may include economic, competitive, governmental, technological, or other factors discussed in SATX's filings with the SEC on forms 10-K, 10-Q, and 8-K. |
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