TEK DigiTel Corporation Announces Acquisition of ATC Group.GERMANTOWN, Md.--(BUSINESS WIRE)--Sept. 9, 1998--TEK DigiTel Corporation (OTCBB OTCBB See OTC Bulletin Board (OTCBB). - Symbol TEKI), announces that it has acquired ATC ATC Air Traffic Control ATC Average Total Cost ATC Certified Athletic Trainer ATC At the Center (Hartford, Maine retreat center) ATC Applied Technology Council ATC All Things Considered Group, L.L.C., a Maryland limited liability company, in a merger effective July 7, 1998. ATC Group, L.L.C. was merged into ATC Group, Inc., 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 TEK See TeX. DigiTel. As part of the merger, TEK DigiTel issued to the members of ATC Group, L.L.C. an aggregate of 6,200,000 shares of common stock and 2,066,667 shares of Series A, Voting Convertible Preferred Stock Convertible Preferred Stock Preferred stock that includes an option for the holder to convert the preferred shares into a fixed number of common shares, usually anytime after a predetermined date. Also known as "convertible preferred shares". . The Series A preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. is convertible into common stock, the number of shares issuable upon conversion being tied to certain sales and product development targets. Incident to the merger, the former directors and officers of TEK DigiTel resigned, and the following persons were elected to the board of directors: Thomas Yang (also President), Enghe Chimood (also Vice President for Engineering Development), Ke-Ou Chao (also Corporate Secretary and Vice President for System Engineering) and Robert G. Clarke, Chairman of the Board. TEK DigiTel originally was named Diversified Technologies, Inc. TEK DigiTel has developed a suite of network access routers designed to route data traffic between Local Area Networks (LANs) and Wide Area Networks (WANs). ATC Group currently is developing a more powerful family of routers (the V-Server line) which will serve as an Internet telephony system, routing analog telephone calls over the Internet (or private digital networks) and processing Internet call traffic back into the public switched telephone network. New President Thomas Yang stated that "As a result of the merger, ATC Group is poised to raise the capital and other resources needed to finish development and to commercially launch our unique new line of proprietary voice servers. Going public is the first step in our plan to aggressively seek a major role in Internet telephony by providing routers designed for handling telephone, fax and data traffic to and from the Internet." TEK DigiTel intends to raise capital for further development of its proprietary line of voice servers. 20010 Century Boulevard, Suite 300, Germantown, Maryland 20874. Telephone 301/428-9798, facsimile 301/428-1720. Detailed financial and other information about Tek DigiTel is electronically available on the Standard & Poor's website www.advisorinsight.com. Click on "Market Access Program for OTC Bulletin Board OTC Bulletin Board An electronic quotation listing of the bid and asked prices of OTC stocks that do not meet the requirements to be listed on the NASDAQ stock-listing system. Companies" and then click on "Tek DigiTel Corporation." 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. Statement: Statements in this news release looking forward in time involve risks and uncertainties, including the risks associated with the effect of changing economic conditions, trends in the development of the Internet as a commercial medium and carrier of telephony traffic, market acceptance risks, technological development risks, seasonality and other risk factors. CONTACT: TEK DigiTel Corp. Investor Relations Investor relations The process by which the corporation communicates with its investors. at 888/799-3265 (toll free) 301/428-9798, Fax: 301/428-1720 email: news@tekdigitel.com Web: www.tekdigitel.com |
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