CORAL SPRINGS, Fla., July 29, 2004 (PRIMEZONE) -- It was announced here today that Sun Network Group, Inc. (OTCBB:SNNW) (Frankfurt:WKN#570891SWK.fse) ("SNNW") has entered into a binding Letter of Intent with Celtron International, Inc. (OTCBB:CLTR) ("Celtron") to acquire Celtron's subsidiary, PayCell, Inc. ("PayCell"), in an all stock transaction.
PayCell was established by Celtron in May 2004 to act as its North and South American subsidiary to sell, distribute and manage its businesses in those markets. Once the acquisition is complete, PayCell, Inc. will offer its mobile payment services to North American customers. According to the Yankee Group, by 2006 over 50 million wireless phone users in the United States will use their devices to authorize payment for premium content and physical goods. This group represents 26% of wireless users in the U.S.
PayCell's Mobile Credit service, utilizes Wireless Internet Gateway (WIG) technology that resides on a GSM Cellular phone's SIM card. This eliminates the need for any web-based banking service or Wireless Application Protocol (WAP). Users receive immediate transaction settlement in their bank account and confirmation is received in seconds via short messaging system (SMS) protocol. Customers are protected from fraud by the Mail Order Telephone Order (MOTO) rule, which gives them the right to dispute a transaction that takes place in the absence of traditional credit card validation. PriceWaterhouseCoopers has audited the architecture of the system and verified that the transactions are both valid and secure.
PayCell will be adding a number of new services to its the mobile payment platform. These services include EFT payments, debit order facilities, POS terminal switching, person-to-person payments, and 3DSecure authentication. Businesses will be far better positioned in the e-commerce and mobile commerce debit and credit card acquiring arenas, due in part to the addition of these new services, as well as, the price competitiveness of having a direct bank link rather than using intermediary switching partners.
According to Strategy Analytics, the global electronic payments and mobile commerce markets will reach $200 billion by the end of 2004, with 130 million customers and 14 billion mobile transactions per year. Telecom Trends International forecasts that global m-Commerce will balloon to 1.7 billion users with $554 billion in transactions by 2008.
Sun Network Group CEO, T. Joseph Coleman said: "Combining with PayCell is an extraordinary opportunity for SNNW and our shareholders, one that will insure our economic viability and allow us to participate in these new, large, burgeoning markets, including the mobile commerce industry, and one that will generate substantial shareholder value. PayCell, with its experienced management, proprietary intellectual properties and proven business plans, is poised to rapidly become a market leader."
"Celtron has actively been seeking a separate quotation for its U.S. subsidiary, PayCell, and the offer by SNNW to acquire PayCell and give the Company access to U.S. capital markets is in the best interest of our shareholders," said Allen Harington, Celtron's Chief Executive Officer. "We look forward to completing our due diligence and closing the transaction promptly," he added.
The Agreement between the companies calls for 100% of PayCell to be acquired by SNNW in exchange for the issuance of restricted common stock. The deal is subject to Board and Shareholder approval and the completion and execution of the final merger documents, which the Company expects to be finalized within 30 days. The Companies are entitled to "break up fees" in the event of termination.
About Sun Network Group, Inc.
Sun Network Group, Inc owns and operates the RadioTV Network ("RTV") and the Radio X Network. Sun Network Group's Radio X is a nationally syndicated radio network that it operates, in partnership with Sports Byline USA, the No. 1 sports talk radio network in the US. RTV is a proposed new television network that will produce and distribute TV versions of top rated radio programs.
For further information on SNNW please contact Bill Julian at 516-482-6565.
About Celtron International, Inc.
Celtron is in the business of developing and marketing products in Mobile Commerce, Vehicle-locating and Management, Asset Tracking and Telemetry Solutions. Utilizing Cellular & Internet Protocols, WIG, WAP and IVR for Mobile Commerce and Integrated Cellular Data & GPRS with Global Positioning Satellite technology for Vehicle Location and Management, Celtron offers a wide range of Mobile and Mobile Commerce Solutions.
For further information, contact Allen Harington, Celtron CEO, at + 27 11 652-6350.
This announcement contains forward-looking statements about Sun Network Group, Inc., and Celtron International, Inc.that may involve risks and uncertainties. Important factors relating to the company's operations could cause actual results to differ materially from those in forward-looking statements and are further detailed in filings with the Securities and Exchange Commission available at the SEC website (http://www.sec.gov). All forward-looking statements are based on information available to Sun Network Group, Inc. and Celtron International, Inc. on the date hereof, and neither Sun Network Group, Inc., nor Celtron International, Inc. assume any obligation to update such statements.