23.04.2008 10:05:00
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Etelos, Inc. Completes Reverse Merger Into Tripath Technology
Etelos, Inc., a leading provider of SaaS for businesses of any size,
today announced the closing of its reverse merger into Tripath
Technology Inc. (Pink Sheets:TRPH). Through this transaction, Etelos
becomes a public reporting company. The Etelos executive team will
maintain control of the new entity and has applied for a new stock
symbol.
"This is a significant step in the growth of
our company,” said Jeffrey L. Garon,
president and CEO. "We now feel we are
positioned to execute on our vision of providing data ubiquity. This is
accomplished through our SaaS model which includes a Platform as a
Service (PaaS), a Marketplace for distribution and many cool Web apps
for businesses and users alike. In the past year, we have made
significant enhancements to the Etelos Marketplace™
and the Etelos platform, which come together in a revolutionary
ecosystem for the development, distribution and consumption of Web
Applications. These enhancements include the recent launch of Etelos AOP™
Beta, Etelos App Sync™ and Version 6 of the
Etelos Application Server™. Together, these
products create a platform agnostic distributed computing environment.
"Etelos continues to bring together
innovative application developers, distributors and users in an open
standards-based environment that fosters freedom of choice, reliability,
security and scalability. The completion of our merger is expected to
allow us to more cost-effectively raise the capital we need to take our
company to the next level,” continues Garon.
Etelos recently announced new technology that enables true data ubiquity
and application portability beyond simple online and offline
synchronization. Etelos has filed multiple patent applications for
technology that enables browser-based applications to function offline,
reconcile changes made while offline, and synchronize data with any
other application running in the cloud that is enabled with Etelos AOP
and Etelos App Sync.
Under the terms of the merger agreement, each issued and outstanding
share of Etelos capital stock, other than shares held by Etelos
stockholders who are not "accredited investors" or who have not
appointed a "purchaser representative," will be cancelled and
extinguished and converted into shares of Tripath common stock at a
ratio of 3:1. Each share of Tripath common stock immediately before the
effective time will be cancelled and extinguished and no payment or
other consideration will be made with respect to those shares. Further,
in addition to the shares of Tripath common stock to be issued to Etelos
shareholders in the merger, the surviving corporation will issue, in the
aggregate, 5,010,000 shares of Tripath common stock to satisfy Tripath's
obligations to creditors and other third parties as contemplated by the
Plan of Reorganization, subject to further order of the Bankruptcy
Court. As a result of the plan of reorganization, no liabilities of
Tripath were acquired in the merger.
About Etelos, Incorporated
Etelos provides on-demand browser-based applications on the hosting
environment that you choose. Etelos' technology for developing and
deploying on-demand applications is revolutionizing the world of
software distribution. The Etelos MarketplaceTM
gives developers an easy way to license, distribute and host their
applications, and businesses a wide selection of fully customizable,
on-demand applications. Etelos, Etelos CRMTM,
Etelos ProjectsTM, and Etelos Marketplace are
trademarks of Etelos, Incorporated; other trademarks are the property of
their respective owners. For more information about Etelos, please visit www.etelos.com.
"Safe Harbor” Statement under the
Private Securities Litigation Reform Act of 1995: Statements in this
press release regarding the business of Etelos which are not historical
facts may be "forward-looking statements”
that involve risks and uncertainties. Forward-looking statements
include, among other things, statements concerning the merger with
Tripath, the issuance or conversion of shares in Etelos, the effect of
the merger on our business and operating results, the future financial
performance of our company, the acceptance of our products and services,
the success and timeliness of our product and platform roll-out and
other statements qualified by words such as "anticipate," "believe,"
"intend," "may" and other words of similar import. These statements are
neither promises nor guarantees, but involve risks and uncertainties
that could cause actual results to differ materially from those set
forth in the forward-looking statements, including, without limitation:
any statements concerning the merger, merger consideration, the effect
of the merger on our business and operating results, and the future
financial performance of our company. For a discussion of such risks and
uncertainties, which could cause actual results to differ from those
contained in the forward-looking statements, see "Risk Factors”
in the Company's reports that Etelos files from time to time with the
Securities and Exchange Commission. All forward-looking statements are
qualified in their entirety by this cautionary statement, and Etelos
undertakes no obligation to update publicly any forward-looking
statement for any reason, except as required by law, even as new
information becomes available or other events occur in the future.
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