Isee3d Inc.: Update on Reverse Takeover Transaction


MONTREAL, Oct. 9, 2002 (PRIMEZONE) -- Isee3d Inc. (the "Company") (TSX Venture Exchange:YEY) (Other OTC:ISEDF) announced today that it has called an annual and special meeting of shareholders to be held in Montreal on December 3, 2002 to approve, among other things, the acquisition (RTO) of Interactive Classified Corporation (ICC) immediately following: (i) ICC's acquisition (the "QuikView Acquisition") of QuikView Inc. (QuikView) of Cupertino, California; (ii) a consolidation of its common shares on a 1 for 10 basis (instead of a 1 for 7 basis as previously announced); and (iii) a name change to "InstantLive Technologies Inc." The RTO is expected to be completed shortly after the Meeting provided the requisite shareholder and regulatory approval is received.

The Company currently has 68,260,108 pre-consolidated common shares outstanding (6,826,011 post-consolidated). Pursuant to the RTO, the Company will issue 18,000,000 post-consolidated common shares to ICC shareholders in exchange for all ICC shares including shares issued to shareholders of QuikView on completion of the QuikView Acquisition. On shareholder approval and finalization of the RTO, the Company will have 24,826,010 common shares issued and outstanding in the aggregate. On the basis of the share exchange ratio agreed to, former shareholders of ICC will hold approximately 72.5% of the common shares of the Company whole former shareholders of the Company will hold the balance.

The parties are currently working on the definitive agreements and shareholder meeting materials in connection with the RTO. Subject to its completion of satisfactory due diligence, Canaccord Capital Corporation has agreed to act as sponsor in connection with the RTO and the listing of the Company on Tier 2 of the TSX Venture Exchange. An agreement to sponsor should not be construed as any assurance with respect to the merits of the transaction or the likelihood of completion.

About Interactive Classified Corporation

Interactive Classified develops and markets turnkey customer interactive solutions for the classified industry, with a core competency in the Personals vertical market. The company's technologically advanced Interactive Voice Response (IVR) and web-based applications expedite and facilitate the process of searching through classified ads within consumer-to-consumer and business-to-consumer systems. Interactive Classified's original, and first of its kind tele-personals brand, TeleMatch was established in 1993 and recently rated the #1 top of mind dating service in Quebec by Leger and Leger. For more information, contact the company at 5005 Jean-Talon West, Suite 100, Montreal (Quebec), Canada, H4P-1W7, tel: (514) 341-5517, fax: (514) 341-1068.

About QuikView Inc.

Based in Cupertino, California, QuikView, Inc. is a software products company offering enterprise Internet and Intranet eRecruitment solutions for mid- to large-size companies. QuikView's products utilize the latest tools to automate the recruitment process of permanent and temporary personnel, effectively reducing the cost and time to identify and hire qualified candidates. QuikView's suite of tools offers unparalleled and unprecedented efficiency to companies. QuikView's focus is providing enterprise level products to their target customers.

Disclaimer

This news release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. These statements are subject to uncertainties and risks including, but not limited to, product and service demand and acceptance, changes in technology, economic conditions, the impact of competition and pricing, government regulation, and other risks. All such forward-looking statements, whether written or oral, and whether made by or on behalf of the Company, are expressly qualified by the cautionary statements and any other cautionary statements which may accompany the forward-looking statements. In addition, the Company disclaims any obligation to update any forward-looking statements to reflect events or circumstances after the date hereof.


            

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