TORONTO, Jan. 29 /CNW Telbec/ - On January 22, 2009, Montec Holdings Inc.
("Montec") and Datex Billing Services Inc. ("Datex") entered into a share
exchange agreement whereby Montec acquired the remaining 49% of Datex's
securities held by its minority shareholders (the "Share Exchange Agreement").
Pursuant to the Share Exchange Agreement, the minority shareholders of Datex,
being 2116428 Ontario Inc., 2085194 Ontario Limited, Mr. Marc Carrafiello and
Mr. Ed Leavens (collectively, the "Datex Shareholders"), were issued an
aggregate of 9,381,500 common shares in the capital of Montec and 18,743,500
series B preferred shares in the capital of Montec at an issue price of $0.08
As a result of the Share Exchange Agreement, the Datex Shareholders,
together with Mr. Jim Dawson, now own an aggregate of 12,531,500 common
shares, 7,294,118 series A preferred shares and 18,743,500 series B preferred
shares in the capital of Montec (collectively, the "Montec Securities"),
representing approximately 67.66% of the issued and outstanding fully-diluted
common shares of Montec.
The series A preferred shares and series B preferred shares of Montec are
convertible into common shares of Montec one-for-one. The series A preferred
shares of Montec shall convert on December 29, 2009, while the series B
preferred shares of Montec shall convert upon the earlier of (i) the record
date established for the annual meeting of Montec to be held in 2009; and (ii)
May 1, 2009.
The Montec Securities were issued by Montec to the Datex Shareholders on
an exempt basis. The Datex Shareholders acquired the Montec Securities for
investment purposes only. Depending on market and other conditions, the Datex
Shareholders may from time to time in the future increase or decrease their
ownership, control or direction over, or exercise their current rights to
acquire, the common shares or other securities of Montec, through market
transactions, private agreements or otherwise.
For further information:
For further information: Jim Dawson, President, Datex Billing Services
Inc., (905) 491-2020