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GIG HARBOR, Wash., Apr 21, 2005 (BUSINESS WIRE) -- Reality Wireless Networks Inc. (OTCBB: RWLN)("Reality"), announced today that it has completed negotiations with its merger partner, Genesis Electronics ("Genesis"), to restructure the proposed merger agreement between Reality and Genesis. Under the new agreement, Genesis will be merged into a wholly- owned subsidiary of Reality, which will assume certain assets and liabilities of the parent corporation. Following the merger, the combined company will assume the name of Genesis Electronics, Inc., and file a registration statement registering Reality's ownership interest in the combined company's shares. It is expected that the shares will be distributed on a pro-rata basis to shareholders of Reality at the time that the registration is deemed effective. This opportunity for shareholder's of Reality to participate in the equity-ownership of two entities arises from Reality's recent discussions with several unrelated entities that seek various business combinations with Reality. Reality expects to enter into a letter of intent with one of these entities within the next several days.
Genesis previously announced that it has received a Purchase Order for $2.7 million from Digital & Wireless Group, Inc., an International Marketing & Information Services, Inc. company, for the "SunBlazer", a mobile electronic power holster with patented technology for cell phone users. The companies have worked together through R & D efforts, prototype review and market research efforts to develop this initial Purchase Order. Digital & Wireless Group, Inc. http://www.digitalwirelessgroup.com is a leading specialist in laptop computer and mobile communication accessories with over twelve years experience and more than 2,000 business and retail customers worldwide. This order will include "SunBlazers" for use with Nokia, Sony-Ericsson and Motorola cellular phones. Genesis expects future orders to include units for LG, NEC, Samsung, Sharp, Siemens, Panasonic and Toshiba phones.
In connection with the revised merger plan, and prior to filing the registration statement, Genesis intends to secure financing sufficient to support its overseas manufacturing arrangements and expansion of its sales efforts with worldwide wireless carriers such as Vodaphone, Cingular and Orange.
Steve Careaga, CEO of Reality, noted, "We are very excited about restructuring our merger agreement with Genesis. By virtue of this modification, shareholders of Reality will participate in the upside of Genesis and have the opportunity to participate in the upside potential of one or more additional merger candidates."
dellamorte dellamore
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oh man , this one already had it's run yesterday , topped out at around .003 , just watch out
Ric
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I would play this one carefully. They love selling shares for a living.
1)Did a reverse split of 100:1 on the April 10th
2)S-8 dilution of 105 million shares on 13th
3)unregistered sale of 60 million on 14th
4)Voted to have up to a 400:1 r/s in future on the 15th
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