/NOT FOR RELEASE IN THE UNITED STATES OR TO U.S. NEWS WIRE SERVICES/
VANCOUVER, Aug. 6 /CNW/ - Multivision Communications Corp. ("Multivision", TSXV: MTV) announces it has entered into a Preferred Share Redemption Agreement (the "Agreement") with Multivision's Class A and B Preferred Shareholders, being Cristal Delaware LLC, 21st Century Communications T-E Partners, L.P., 21st Century Communications Foreign Partners, L.P., 21st Century Communications Partners, L.P., and Douglas E. Schimmel, (collectively, the "Preferred Shareholders"). In total, the Preferred Shareholders are the registered and beneficial owners of 7,081,060 Class A Preferred shares and 1,544,710 Class B Preferred shares (collectively, the "Preferred Shares").
Pursuant to the terms and condition of the Agreement, Multivision will redeem the Preferred Shares in exchange for the assignment and transfer to the Preferred Shareholders of all the issued and outstanding shares of Multivision Investments Inc. ("MII"), a Barbadian wholly-owned subsidiary of Multivision, which indirectly owns Multivision S.A., Multivision's Bolivian operating corporation. The assignment and transfer of the MII shares will satisfy Multivision's obligations to the Preferred Shareholders to redeem the Preferred Shares. The MII shares will be allocated to the Preferred Shareholders pro rata to their holdings of Preferred Shares. The transaction is subject to shareholder and regulatory approval.
"Multivision has not generated net income from its Bolivian operations to date and it is unlikely that it will do so in the future," stated President and CEO, Altaf Nazerali. "The December 31, 2009 audited financial statements reported a working capital deficiency of approximately $52 million and an accumulated deficit of approximately $70 million. This transaction will settle all of Multivision's obligations with respect to the Preferred Shares. The transaction will not affect the holders of Multivision's common shares. Upon completion of the transaction, Multivision will have no business or assets, and it is anticipated that the trading of its common shares will continue on the NEX board of the TSX Venture Exchange." explained Mr. Nazerali.
A special meeting of Multivision's shareholders is expected to be held in Vancouver in September 2010 to obtain necessary shareholder approval of 2/3rds of Multivision shareholders present in person or by proxy voting at the special meeting. A management information circular, containing details of the Agreement, is expected to be mailed prior to September 2, 2010.
Completion of the proposed transaction is subject to a number of conditions including TSX Venture Exchange acceptance and disinterested shareholder approval. The proposed transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the proposed transaction will be completed as proposed at all.
Investors are cautioned that, except as disclosed in the Management Information Circular to be prepared in connection with the proposed transaction, any information released or received with respect to the proposed transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Multivision Communications Corp. should be considered highly speculative.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE MULTIVISION COMMUNICATIONS CORP.
For further information: For further information: Altaf Nazerali, President and CEO, (604) 628-7597