RANCHO MIRAGE, CA, Sept. 15, 2011 /CNW/ - Craig Wireless Systems Ltd. ("Craig Wireless" or the "Company") (TSX: CWG) today announced that its subsidiary Craig Wireless South
Inc. ("CW South") has entered into an agreement to purchase certain secured advances owed
by Woosh Wireless Limited ("Woosh") to Kuwait Finance House (Bahrain) B.S.C.(c) ("KFH"), New Zealand Australia Private Equity Fund Company B.S.C.(c) ("NZAPEF") and Bridge SPC Limited (collectively, the "Advances"), all for an aggregate purchase price of USD$5,500,000.00. As part of
the agreement, CW South and KFH and NZAPEF have agreed that either KFH
and NZAPEF may put certain shares held in Woosh by KFH (36,673,756
ordinary shares) and NZAPEF (124,553,593 ordinary shares) to CW South
or, in the alternative, CW South may call such shares from KFH and
NZAPEF, in either case for no additional consideration. The current
chairman of Woosh, Rod Inglis, is participating in the acquisition by
contributing USD$500,000 of the total purchase price of the Advances,
resulting in an acquisition cost to CW South of USD$5,000,000.
The closing of the acquisition of the Advances is conditional upon CW
South, or its affiliate, acquiring (subject to receipt of all required regulatory approvals)
certain spectrum rights presently owned by Woosh.
It is expected that CW South or its affiliate will make demand on the
Advances shortly after closing of the acquisition and that all of the
remaining assets, business and employees of Woosh will be transferred
to CW South or its affiliate in satisfaction of certain of the Advances
under the Personal Property Security Act (New Zealand). Upon completion of the statutory procedure, the Company
has entered into an agreement with Rod Inglis to transfer the acquired
assets to a newly formed subsidiary of the Company that will be held
51% by CW South (or its affiliate) and 49% by Rod Inglis (or his
affiliate). The newly formed company will conduct the business
previously carried on by Woosh. Rod Inglis will also participate in the
management of the business going forward.
Woosh is a New Zealand based wireless internet provider whose network
provides coverage to more than 25,000 customers in New Zealand.
"Craig Wireless is extremely pleased about this opportunity to further
its reach into the New Zealand market" stated Boyd Craig, Chief
Executive Officer of Craig Wireless. He added "Upon completion of the
transaction and realization upon the Advances, Craig expects that it
will: have expanded its spectrum holdings, have organized an operating
wireless business that it believes is well positioned in the New
Zealand market, recognize revenue and have in place an experienced and
effective management team."
About Craig Wireless Systems Ltd.
Craig Wireless and its affiliates (collectively, the "CWS Group") offer a broad range of telecommunications services, including,
broadband internet access, business connectivity solutions, hosting,
security and telecommunications solutions. Through certain members of
the CWS Group, Craig Wireless holds or leases licenses for spectrum in
the 2.5 GHz, 2.6 GHz or 3.5 GHz bands in Riverside County in Southern
California, United States and in Greece. The CWS Group also has
spectrum interests in Norway and New Zealand. Spectrum in these ranges
is effective for delivery of point-to-multipoint signals, possesses
robust bandwidth capability and supports emerging 4G-based services and
applications, including portable and mobile applications.
The Toronto Stock Exchange does not accept responsibility for the
adequacy or accuracy of this release.
Notice on forward-looking statements
This release includes forward-looking statements regarding Craig
Wireless and its business. Such statements are based on management's
current expectations. The forward looking events and circumstances
discussed in this release may not occur and actual results could differ
materially as a result of known and unknown risk factors and
uncertainties affecting Craig Wireless and its business. Not to limit
the generality of the foregoing, the forward-looking information set
forth in this news release is subject to various risks and other
factors including the following: the risk that the acquisition of the
spectrum rights from Woosh will not be completed for any reason,
including receiving all necessary regulatory approvals and consents,
the risk that making demand and/or realizing on the Advances may be
delayed or prevented, the risks of conducting business in a foreign
country, currency fluctuations, the ability of the Company to obtain
qualified staff or required equipment or services in a timely and cost
efficient manner, including the hiring of the Woosh management team. No
forward-looking statement can be guaranteed. Forward-looking statements
speak only as of the date on which they are made and Craig Wireless
does not undertake any obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events, or otherwise.
SOURCE Craig Wireless Systems Ltd.
For further information:
Boyd Craig, Chief Executive Officer, Craig Wireless Systems Ltd., email: email@example.com.