DENVER, June 19 /PRNewswire/ -- Telecom Wireless Corporation (OTC Bulletin
Board: NOYR) (the "Company" or "Telecom") announced today that, effective June
15, 2000, it reorganized into a holding company form of organizational
structure. As a result of the reorganization, a new parent company, TCOM
Ventures Corporation, a Delaware corporation ("TCOM"), owns 100 per cent of
Telecom, the previous publicly held company. Stockholders of Telecom have
automatically become stockholders of TCOM.
The new holding company organizational structure will allow TCOM to manage its
entire organization more effectively and broadens the alternatives for future
financing.
The reorganization was structured in a manner under Delaware law that did not
require action by the Company's stockholders, whose rights, privileges and
interests will remain the same with respect to TCOM. Existing certificates
representing shares of the Company's common and preferred stock serve as
evidence of ownership of the same number of shares of common and preferred stock
of TCOM; an exchange of certificates is not required. The change to the holding
company structure was tax-free to the Company's stockholders. The by- laws,
executive officers and board of directors of TCOM are the same as those of the
Company. TCOM's common stock will trade on the OTC Bulletin Board under the
ticker symbol, "TCMV."
Telecom Wireless Corporation is positioning itself to be a major player in the
construction of a digital wireless platform for the next generation data
delivery through strategic acquisitions and technology enhancements. It expects
to introduce enhanced services including video, two-way voice and data and high
speed Internet access.
This press release may contain forward-looking statements that involve risks and
uncertainties that could cause actual results to differ materially from the
statements contained herein. Such risks and uncertainties include but are not
limited to changes in the demand for and market acceptance of the Company's
products or services, changes in the Internet industry, and the impact of
competition, and other risks disclosed from time to time in the Company's
regulatory reports and filings. For more information contact Jerry Larder at
303-416-4000.
SOURCE Telecom Wireless Corporation
CONTACT: Jerry Larder for Telecom Wireless Corporation, 303-416-4000
