EXHIBIT 99
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2450 Fondren Suite 200 [CLEARWORKS.NET LOGO]
Houston, TX 77063
ClearWorks.net, Inc.
Phone 713.334.2595
Fax 713.334.6565
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Filed by ClearWorks .net, Inc. pursuant to
Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12 of
Securities Exchange Act of 1934.
Subject Company: ClearWorks.net, Inc.
Commission File No. 000-26547
PRESS RELEASE
CLEARWORKS.NET ANNOUNCES SPECIAL SHAREHOLDER MEETING
Vote on pending merger with Eagle Wireless International on Agenda
Houston, October 12 - ClearWorks.net (AMEX: CLW - news) has called a special
meeting of its shareholders to be held in Houston, Texas on December 15, 2000.
The purpose of the special meeting is to vote on the pending transaction to
merge with Eagle Wireless International, Inc. (AMEX: EAG). The special meeting
will be held at 10:00am central time, at the Adams Mark Hotel, located at 2900
Briarpark Ave. Houston, Texas 77042. The meeting will be held pending SEC
approval of the ClearWorks.net voting proxy and its subsequent mailing to
shareholders. All interested shareholders are invited to attend.
ClearWorks.net is one of the leading providers of Fiber To The Home (FTTH),
often referred to as "the last mile" solutions, for neighborhoods and businesses
utilizing the Company's Bundled Digital Services (BDS) which includes high speed
Internet connectivity, dial-tone, digital multi-channel video, on-demand video
rental, a community Intranet and other digital services.
"This special shareholders meeting is pivotal to the future of our Company"
stated Michael McClere, the Company's CEO. "As always we encourage shareholders
to attend, or to fill out and return their proxy on the matters at hand. We have
a shareholder base that's very excited about what we are building and anticipate
a large turnout."
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It is anticipated that Eagle Wireless will file a registration statement on SEC
Form S-4 and Eagle Wireless and ClearWorks.net will file a joint proxy
statement/prospectus with the SEC in connection with the transaction, and that
Eagle Wireless and ClearWorks.net will mail a joint proxy statement/prospectus
to stockholders of Eagle Wireless and ClearWorks.net containing information
about the transaction. Investors and security holders of both Eagle Wireless and
ClearWorks.net are strongly urged to read the definitive joint proxy
statement/prospectus regarding the proposed merger contained in the Form S-4
because it will contain important information about the transaction. Investors
and security holders may obtain a free copy of the definitive joint proxy
statement/prospectus when it becomes available and other documents filed by
Eagle Wireless and ClearWorks.net with the SEC at the SEC's web site at
www.sec.gov. The definitive joint proxy statement/prospectus and these other
documents may also be obtained for free from Eagle Wireless and ClearWorks.net.
Eagle Wireless and ClearWorks.net, and their executive officers and directors,
may be deemed to be participants in the solicitation of proxies from the
stockholders of Eagle Wireless and ClearWorks.net, respectively with respect to
the transactions contemplated by the merger agreement. Information regarding
Eagle Wireless' officers and directors is included in the Form SB-2 filed by
Eagle Wireless with the SEC on July 14, 2000. This document is available free of
charge at the SEC's web site at www.sec.gov and from Eagle Wireless on request.
Information regarding ClearWorks.net's officers and directors is included in
ClearWorks.net's amended Form 10-KSB filed with the SEC on July 3, 2000. This
document is available free of charge at the SEC's web site at www.sec.gov and
from ClearWorks.net on request.
Eagle Wireless International, Inc. and its subsidiaries are leading suppliers of
broadband wired and wireless equipment and services for the Internet, multimedia
set-top box, one- and two-way wireless messaging, specialized mobile radio,
remote data acquisition and meter reading, and integrated wired and wireless
convergence product markets. The company is headquartered in League City, Texas,
south of Houston, near the NASA Johnson Space Center. Further news updates on
Eagle, its products and services are available at WWW.EGLW.COM,
WWW.BROADBANDMAGIC.COM, WWW.ATLANTICPACIFIC.NET, WWW.ETOOLZ.COM, and
WWW.OTCFN.COM/EGLW.
Safe Harbor Statement Under Private Securities Litigation Reform Act of 1995:
The above statements in regard to ClearWorks.net, Inc. and it's affiliates and
subsidiaries which are not purely historical are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995,
including ClearWorks.net, Inc.'s beliefs, expectation, hopes or intentions
regarding the future. All forward-looking statements are made as of the date
hereof and are based on information available to the parties as of such date. It
is important to note that actual outcome and the actual results could differ
materially from those in such forward-looking statements. Factors that could
cause actual results to differ materially include risks and uncertainties such
as technological, legislative, corporate and marketplace changes.
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For more information on ClearWorks.net, please visit the Company's Web site at
WWW.CLEARWORKS.NET.
For Investor Information contact: Michael McClere, CEO
ClearWorks.net, Inc.
[email protected]
(713) 334-2595
