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Paivis, Corp. Signs Definitive Agreement to Acquire Detroit Phone Cards, Inc., a Profitable Prepaid Cellular and Prepaid Long Distance Card Company Acquisition Will Add $30,000,000 in Revenue to Paivis, Corp.; Acquisition Will Put Paivis in Higher Margin Prepaid Cellular Business and GSM Cellular Business; Acquisition Will Expand Distribution Channels; Acquisition Should Improve Infrastructure Efficiency Oct 5, 2007 7:53:00 PM ATLANTA, GA -- (MARKET WIRE) -- 10/05/07 -- Paivis, Corp. ("PAIVIS" or the "Company") (OTCBB: PAVC) is pleased to announce that it has signed a definitive agreement with Detroit Phone Cards, Inc., a Detroit, Michigan-based company ("DPC") that generates approximately $30,000,000 in revenue (unaudited) to acquire 100% of its assets.
DPC generates approximately $6,000,000 annually in prepaid cellular phone revenue through its O-Mobile brand. The balance of revenue, approximately $24,000,000, is from the sale and distribution of prepaid long distance cards.
The closing date is planned for October 31, 2007 or later if extended by mutual agreement. The closing of the acquisition of DPC is subject to completion of a financial audit and other conditions. Paivis has also agreed to provide working capital financing as part of the transaction. For more specifics on the terms and conditions of the acquisition see the definitive agreement which will be filed with the Securities and Exchange Commission within the required timeframe.
Commenting on the completion of the definitive agreement, Edwin Kwong, Paivis, Corp., Interim Chief Executive Officer, said: "We are very pleased to have reached the definitive agreement stage with DPC. This acquisition not only increases our revenue base and earnings potential, but also expands our distribution and business lines into the GSM Cellular space, through the DPC Get Mobile subsidiary. Additionally, upon closing we will immediately gain cost savings that should add to the bottom line. We look forward to closing and providing more growth and value to our shareholders."
Rami Chahine, CEO, of Detroit Phone Cards, stated: "We are thrilled about the completion of our definitive agreement with Paivis. Joining a public company such as Paivis is a tremendous step forward for our company. We believe together we can build a formidable operation to take advantage of the prepaid space. We plan to work closely with Paivis to close the transaction, immediately commence our integration and begin building value as one company for all our shareholders."
About Paivis Corp.
Paivis, Corp. is a wholesale telecommunications carrier that sells prepaid "point-of-sale activated" and live cards. Paivis generates its revenues through the sale of prepaid calling cards and wireless services, and international wholesale termination. Products are sold throughout many of the country's major retail outlets, including Duane Reade, 7-Eleven, and Chevron.
About Detroit Phone Cards, Inc.
Headquartered in Dearborn, MI. Detroit Phone Card, Inc. ("DPC") was established in September 01, 1997 as a leading provider of long distance, wireless, point-of-sale and carrier services. Always putting our customers first, we deliver reliable access to advanced, affordable telecommunications products and services that meet their needs at home and around the globe. Currently, our prepaid wireless and calling card products reach consumers through more than 2,000 locations nationwide. We serve more than 30,000 wireless customers and generate over 50 million network minutes per month, with an employee team of 30 people. More info on DPC can be found at the Paivis.com website.
FORWARD-LOOKING STATEMENTS
The Private Securities Litigation Reform Act of 1995 (the "PLSLRA") provides a "safe harbor" for forward-looking statements so long as those statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in such statements.
Statements contained herein that are not based on historical fact, as well as other statements including words such as "anticipate," "believe," "plan," "estimate," "expect," "intend," "will," "could" and other similar expressions, constitute forward-looking statements under the PSLRA. PAIVIS intends that such forward-looking statements be subject to the safe harbor created thereby. Such forward-looking statements are based on current assumptions but involve known and unknown risks and uncertainties that may cause PAIVIS actual results, performance or achievements to differ materially from current expectations. These risks include economic, competitive, governmental, technological and other factors discussed in PAIVIS annual, quarterly and other periodic public filings on record with the Securities and Exchange Commission which can be viewed free of charge on its website at http://www.sec.gov.
-------------------- The difference between genius and stupidity is that genius has its limits Posts: 10204 | From: NYC | Registered: Mar 2006
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PAVC Executes Definitive Agreement to Acquire AAAA Media Services, Ltd., a Leading Distributor of T-Mobile, AT&T and Boost Prepaid Wireless Cards October 5, 2007 - 11:29 PM Acquisition Will Add Approximately $36,000,000 in Revenue to Paivis, Corp. and Increase Lines of Business Paivis, Corp. ("PAIVIS" or the "Company") (OTCBB: PAVC) is pleased to announce that it has signed a definitive agreement to acquire 100% of the current assets of AAAA Media Services, Ltd., a Georgia-based company ("A4"), that generates approximately $36,000,000 (unaudited) in revenue.
A4 is one of the leading distributors of T-Mobile, AT&T and Boost Mobile prepaid wireless products. A4 distributes these products amongst others through their master dealer agreements to over 7,000 locations in the continental United States.
The closing date for this acquisition is planned for November 15, 2007. The closing of the acquisition is subject to completion of a financial audit and other conditions. Paivis has also agreed to provide working capital financing as part of the transaction. For more specifics on the terms and conditions of the acquisition see the Definitive Agreement which will be filed with the Securities and Exchange Commission within the required timeframe.
Commenting on the completion of the definitive agreement, Edwin Kwong, Paivis, Corp. Interim Chief Executive Officer, said, "We are very excited with the signing of this definitive agreement. This acquisition will boost our revenues tremendously and provides a natural extension to our current business model with the introduction of prepaid cellular products. We are glad to be able to bring this additional value to our shareholders upon closing."
Virasack Tiger Athakhanh, CEO of AAAA Media Services, Ltd., stated: "We have been seeking to expand our business for quite some time and we can now do so as part of Paivis, upon closing. We are now poised for growth as part of a very robust prepaid company."
About Paivis, Corp.
Paivis, Corp. is a wholesale telecommunications carrier that sells prepaid "point-of-sale activated" and live cards. Paivis generates its revenues through the sale of prepaid calling cards and wireless services, and international wholesale termination. Products are sold throughout many of the country's major retail outlets, including Duane Reade, 7-Eleven, and Chevron.
About AAAA Media Services, Ltd.
AAAA Media Services, Ltd. ("A4") is a leader in the wholesale and retail distribution of prepaid wireless services, specifically airtime cards for companies such as T-Mobile, Cingular and Boost. Based in Doraville, Georgia, A4 has developed a nationwide distribution network that comprises Wholesalers, Jobbers and direct retail establishments. For more info on A4 please visit the Paivis.com website.
FORWARD-LOOKING STATEMENTS
The Private Securities Litigation Reform Act of 1995 (the "PLSLRA") provides a "safe harbor" for forward-looking statements so long as those statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in such statements.
Statements contained herein that are not based on historical fact, as well as other statements including words such as "anticipate," "believe," "plan," "estimate," "expect," "intend," "will," "could" and other similar expressions, constitute forward-looking statements under the PSLRA. PAIVIS intends that such forward-looking statements be subject to the safe harbor created thereby. Such forward-looking statements are based on current assumptions but involve known and unknown risks and uncertainties that may cause PAIVIS actual results, performance or achievements to differ materially from current expectations. These risks include economic, competitive, governmental, technological and other factors discussed in PAIVIS annual, quarterly and other periodic public filings on record with the Securities and Exchange Commission which can be viewed free of charge on its website at http://www.sec.gov.
-------------------- The difference between genius and stupidity is that genius has its limits Posts: 10204 | From: NYC | Registered: Mar 2006
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-------------------- The difference between genius and stupidity is that genius has its limits Posts: 10204 | From: NYC | Registered: Mar 2006
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Trustcash Holdings Inc. to Acquire/Merge With Paivis, Corp., a Prepaid Telecommunications Services Company Oct 6, 2007 12:24:00 AM 2007 *********wire, Inc. NEW YORK, Oct. 6, 2007 (PRIME NEWSWIRE) -- Trustcash Holdings Inc. ("Trustcash or the Company") (OTCBB:TCHH) announces that the Company has signed a Term Sheet with Paivis, Corp. ("Paivis") whereby we have outlined the terms of an acquisition/merger wherein we would have the right to acquire all of the issued and outstanding Common and Preferred shares of Paivis; on a share for share basis. The completion of the acquisition is subject to amongst other things the completion of legal and financial due diligence, acceptance of a mutually acceptable financing of no less than $6,000,000 and the signing of a definitive agreement on or before October 15, 2007.
Greg Moss, President and CEO of Trustcash, commented: "We at Trustcash realize that together, Trustcash and Paivis could become a powerful prepaid organization. As a result we are making an aggressive offer to the Paivis shareholders. We feel confident this merger transaction will close and will benefit both our shareholder groups."
About Paivis
Headquartered in Atlanta, GA, Paivis, Corp. is a wholesale telecommunications carrier that sells prepaid "point-of-sale activated" and live cards. Paivis generates its revenues through the sale of prepaid calling cards and wireless services, and international wholesale termination. Products are sold throughout many of the country's major retail outlets, including Duane Reade, 7-Eleven, and Chevron.
Paivis is currently generating approximately $10,000,000 in annual run rate revenue. New management have identified expenditures in several areas of the operation that can be reduced and/or eliminated to quickly turn positive cash flow. In addition, management have implemented a plan that will build upon the current operations to significantly increase both revenues and profitability.
Specifically, Paivis recently entered into definitive agreements to acquire both Detroit Phone Cards Inc. and AAAA 4 Media Services, Ltd. These acquisitions will lay foundation for the expansion of Paivis' existing prepaid calling card business and the introduction of new but related business lines that Paivis believes will result in a significant increase in revenues. To find out more about Paivis, Detroit Phone Cards Inc. and AAAA 4 Media Services, Ltd. please go to www.paivis.com .
About Trustcash
Through its Trustcash brand and website www.trustcash.com , the Company is a pioneer of anonymous payment systems for the internet. It developed a business based on the sale of a stored value card (both virtual and physical) that can be used by consumers to make secure and anonymous purchases on the internet without disclosing their credit card or personal information. Trustcash has initiated relationships with more than 500 merchants as well as thousands of retail outlets, and utilizes a proprietary technology and processing system which supports secure and private payments. Trustcash's non-reloadable, virtual Trustcash card is the only "stored value card" that can be purchased where no personal data is stored or available, providing a unique level of both security and privacy to the purchaser.
FORWARD-LOOKING STATEMENTS
The Private Securities Litigation Reform Act of 1995 (the "PLSLRA") provides a "safe harbor" for forward-looking statements so long as those statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in such statements.
Statements contained herein that are not based on historical fact, as well as other statements including words such as "anticipate," "believe," "plan," "estimate," "expect," "intend," "will," "could" and other similar expressions, constitute forward-looking statements under the PSLRA. TRUSTCASH intends that such forward-looking statements be subject to the safe harbor created thereby. Such forward-looking statements are based on current assumptions but involve known and unknown risks and uncertainties that may cause TRUSTCASH actual results, performance or achievements to differ materially from current expectations. These risks include economic, competitive, governmental, technological and other factors discussed in TRUSTCASH annual, quarterly and other periodic public filings on record with the Securities and Exchange Commission which can be viewed free of charge on its website at http://www.sec.gov.
CONTACT: Trustcash Holdings Inc. Investor Relations Harvey Goralnick 212-755-4884
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Anyone watching this today? My darn shares are restricted so I am just watching it bounce up past 70% at times.
Posts: 942 | From: Wisconsin | Registered: Jan 2006
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I am just trying to get a hold of some of the old JPHC people to discuss the developments. They haven't activated my account over there yet and I want to talk with people that might have good insight.
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just got my "jphc" restricted PAIV shares, but the form says I'll have to pay $250 to cash them in, is this normal?
Posts: 1091 | From: Brugge, Belgium / Dallas TX USA | Registered: May 2006
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posted
What broker? If it's $250 from the broker it's another $250-$300 for a lawyer to certify the shares.
Posts: 5508 | From: Southeastern PA | Registered: Jan 2006
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posted
For those that are now able to sell their restricted shares, how long did it take from when the legal opinion letter was issued to when your broker allowed you to sell? TIA.
Posts: 316 | Registered: Oct 2005
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Fergy, I saw your question over the weekend, but honestly can't remember the timing at all. There was so much sh*t that they put you through, and so many phone calls and stuff. But since you seem to want at least some response, I *think* once the legal opinion letter was done it was a week or less, but I could be totally mistaken. Hope that helps.
Posts: 5508 | From: Southeastern PA | Registered: Jan 2006
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posted
Thanks PCola. It certainly has been frustrating. I got my legal opinion nearly 2 weeks ago then my broker says they didn't received so I forward my copy to them and then they keep saying it is in transition. Bunch of morons. Sorry needed to vent. I'm good now. I just don't want to miss out if there is a run up of some sort.
Posts: 316 | Registered: Oct 2005
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Paivis, Corp. Commences Valuation Process for Its Planned Merger With Trustcash Holdings, Inc. Market Wire - October 29, 2007 3:16 PM ET
Related Quotes Symbol Last Chg PAVC Trade 0.089 -0.016 TCHH Trade 1.49 -0.17 Real time quote.
Paivis, Corp. ("PAIVIS" or the "Company") (OTCBB: PAVC) today announces it has begun the process of valuating the Company and its common stock on price/share basis.
Trustcash Holdings, Inc. ("Trustcash") has offered $1.30/share for every Paivis common share on a share exchange basis amongst other terms and conditions as per the Term Sheet with Paivis dated October 5, 2007. The valuation process is a requirement under the planned merger with Trustcash. This valuation will be undertaken by an independent valuation firm engaged by the Company.
Edwin Kwong Interim CEO of Paivis, Corp. commented, "We are commencing the valuation process with the goal in mind of moving the merger transaction to the next stage and ultimately getting the best price/share for our shareholders from Trustcash. We are confident with all of the positive developments the Company is involved in that the valuation process will yield positive results."
Posts: 122 | Registered: Aug 2005
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posted
I have my stock certificate for the restricted shares and am wondering if I should go to Scottrade, my broker, to have them put into my account or is that even possible? do I have to wait til next yr when there unrestricted to do this?
Also, if this merger goes thru, do all us people that have restricted shares get that price per share that they listed??
any help is appreciated!!!!!!!!!
Posts: 379 | From: Peoria, AZ. | Registered: Apr 2006
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posted
Paivis, Corp. Announces Price Valuation Range Finalized at $0.54 - $0.60/Common Share
ATLANTA, GA, Nov 29, 2007 (MARKET WIRE via COMTEX) -- Paivis, Corp. ("PAIVIS" or the "Company") (OTCBB: PAVC) today announces that the price valuation of the Company has been finalized at a range of $0.54 - $0.60/common share. The pricing analysis is based principally on a comparative assessment of the future revenues and cash flow of Paivis, inclusive of its recently announced acquisition agreements. With the price valuation range now final, the Company will move forward to complete its negotiations with its merger candidate Trustcash Holdings, Inc. ("Trustcash").
The Term Sheet between Paivis and Trustcash signed on October 5, 2007 and filed with the Securities and Exchange Commission on October 15, 2007 had a purchase price for each Paivis common share for $1.30 in Trustcash preferred stock subject to an independent price valuation (See the Term Sheet referred to above for the initial terms and conditions of the planned merger). Even though the price valuation produced a range less than the $1.30 that management believes the Company's common stock is worth under the Term Sheet, management will negotiate aggressively to get the best price/share for the shareholders in the anticipated merger.
Although there is no guarantee of the results of the negotiations the Company will work hard to achieve an agreement with Trustcash that is reflective of the above pricing range as well as the intangible benefits and business opportunities Paivis brings to the merger.
Edwin Kwong, Interim CEO of Paivis, commented: "We believe our market price reflects an undervalued company and will pursue an agreement that maximizes value for Paivis' shareholders. We look forward to completing negotiations and executing the Definitive Agreement with Trustcash imminently."
About Paivis, Corp.
Paivis, Corp. is a wholesale telecommunications carrier that sells prepaid "point-of-sale activated" and live cards. Paivis generates its revenues through the sale of prepaid calling cards and wireless services, and international wholesale termination. Products are sold throughout many of the country's major retail outlets, including Duane Reade, 7-Eleven, and Chevron.
FORWARD-LOOKING STATEMENTS
The Private Securities Litigation Reform Act of 1995 (the "PSLRA") provides a "safe harbor" for forward-looking statements so long as those statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in such statements. Statements contained herein that are not based on historical fact, as well as other statements including words such as "anticipate," "believe," "plan," "estimate," "expect," "intend," "will," "could" and other similar expressions, constitute forward-looking statements under the PSLRA. PAIVIS intends that such forward-looking statements be subject to the safe harbor created thereby. Such forward-looking statements are based on current assumptions but involve known and unknown risks and uncertainties that may cause PAIVIS actual results, performance or achievements to differ materially from current expectations. These risks include economic, competitive, governmental, technological and other factors discussed in PAIVIS annual, quarterly and other periodic public filings on record with the Securities and Exchange Commission which can be viewed free of charge on its website at http://www.sec.gov.
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for give me, but Im not to bright on all this, what does this mean for us Paivis shareholders? most importantly, the ones that still have restricted shares?
any help out thr? thx!!
Posts: 379 | From: Peoria, AZ. | Registered: Apr 2006
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