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VisionSky Corporation announces agreement to purchase ATM business and update on disposition of subsidiary.

Publication: M2 Presswire
Publication Date: 30-NOV-05
Format: Online
Delivery: Immediate Online Access

Article Excerpt
M2 PRESSWIRE-30 November 2005-VisionSky Corporation: VisionSky Corporation announces agreement to purchase ATM business and update on disposition of subsidiary(C)1994-2005 M2 COMMUNICATIONS LTD

RDATE:29112005

Calgary, Alberta CANADA - VisionSky Corporation (VKY - TSX Venture, VKY.WT - TSX Venture),

Further to its press release of October 19, 2005, VisionSky Corporation ("VisionSky" or the "Corporation")is pleased to announce that it has entered into a definitive agreement dated effective November 15, 2005 (the "Agreement") to acquire 100% of certain assets and business of 627800 B.C. Ltd. ("627800"), a privately held British Columbia corporation, consisting of its automated teller machines ("ATM"), its operating trade names including "TransDirect", and the purchase and or assignment of its ATM placement and processing contracts (the proposed "Acquisition"). The principals and controlling shareholders of 627800 are Mr. Kelly R. Montgomery of Kelowna, British Columbia and Mr. Robert A. Walling of Saskatoon, Saskatchewan. Pursuant to the Agreement, VisionSky will pay, subject to adjustment, aggregate consideration of $2,500,000 consisting of $1 million (subject to a 10% holdback of the aggregate adjusted purchase price), a promissory note bearing interest at 8% per annum maturing no later than August 1, 2006 secured by a general security agreement for the same amount, and 2,500,000 Common Shares of the Corporation from treasury at a deemed price of $0.20 per share. The Acquisition is an arm's length to transaction. The Agreement is subject to a number of closing conditions including but not limited to shareholder and TSX Venture Exchange approvals.

Other material conditions, any one or more of which may be waived, in whole or part by VisionSky include the following: (a) completion of due diligence, the outcome of which is satisfactory in VisionSky's sole discretion; (b)...

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