Phonetime Completes Acquisition of Symphony Telecom
December 20 2007 - 8:00AM
Marketwired
MISSISSAUGA, ONTARIO (OTCBB: PHOEF), one of Canada's leading
suppliers of long distance telecommunication services, announced
today that it has completed the acquisition of Symphony
Telecommunications LLC for a purchase price of US$14.19 million.
The purchase price is comprised of cash, convertible debentures and
12 million common shares of Phonetime Inc. The debentures have a
minimum conversion price of CDN$1.00 per share. The financing of
the acquisition was achieved with the support of a Royal Bank of
Canada (RBC) credit facility consisting of an operating line of
credit of $5 million, $1 million of equipment lease financing and
$2.5 million of mezzanine debt.
The transaction, first announced on October 17, 2007, was
completed by way of a purchase of all of the outstanding shares of
Symphony's parent company, Symphony Holdings Inc. and at the same
time, Phonetime has acquired Symphony's operations in Cape Town,
South Africa. The Symphony companies will continue to conduct their
operations as subsidiaries of Phonetime.
Through its acquisition of Symphony, Phonetime has evolved into
a world-leading wholesaler of International Long Distance,
processing over 5 billion minutes annually of worldwide Long
Distance traffic with annualized revenue for 2007 of $150+
million.
Wayne Silver, Phonetime's President and CEO, stated that, "this
is an outstanding acquisition for Phonetime. It is immediately
accretive, with over US$50 million of new revenue, profitable and
cash flow positive. In addition, the synergies between Symphony and
Phonetime Network are tremendous. Each Company will grow
organically off the other's direct routes and Phonetime Network's
systems will enhance Symphony's efficiency. In addition our access
to the Export Development Canada (EDC) financing and credit
insurance will enable Symphony to expand faster with minimal credit
risk. We are also very pleased that the founders of Symphony have
agreed to continue to work with Phonetime to help us achieve of our
goal of reaching $200 million in revenue in 2008."
Rodney Franklin, Phonetime's Chairman and CFO, added, "we were
very careful to negotiate a purchase price and financing package
with an objective to maintaining positive cash flow. We are pleased
that RBC supported the Symphony acquisition and recognized the
benefits for the long-term future of Phonetime. Their financing
package and terms are very attractive and the overall interest rate
is a blend of less than 10%. We are excited about the prospects of
this acquisition, and hope it will enhance shareholder value in
2008."
About Symphony
Symphony Telecom is a privately held Delaware corporation with
operations in Cape Town, South Africa and an administrative office
in Virginia. Established in 2002, Symphony is a major provider of
wholesale long distance and has direct relationships with nearly
200 International Telecom Providers worldwide, with particularly
strong long distance routes to countries in Africa and South East
Asia.
About Phonetime
Established in 1994, Phonetime is a leading Canadian supplier of
wholesale long distance call delivery to large and small domestic
and international carriers and provides International Long Distance
telecommunication services for individual consumers and businesses
as well. Phonetime Inc. is a publicly traded company and its common
shares are listed on the TSX Venture Exchange (TSX VENTURE: PHD).
Licensed in Canada as a Class A International Carrier by the CRTC,
Phonetime operates one of the largest and most advanced private
telecommunications networks in Canada. Phonetime has 40
Points-of-Presence in Canada, covering most major metropolitan
areas effectively offering on-net service to approximately 85% of
Canada's population. Phonetime also has connections in 140
countries around the world, with facilities in Canada, Europe and
an administration office in Florida.
Caution Regarding Forward Looking Information:
This press release contains forward-looking statements within
the meaning of securities laws, including the "safe harbour"
provisions of the Ontario Securities Act and the United States
Private Securities Litigation Reform Act of 1995. Forward-looking
information is often, but not always, identified by the use of
words such as "anticipate", "believe", "expect", "plan", "intend",
"forecast", "target", "project", "may", "will", "should", "could",
"estimate", "predict" or similar words suggesting future outcomes
or language suggesting an outlook.
Forward-looking statements and information are based on current
beliefs as well as assumptions made by and information currently
available to Phonetime concerning anticipated financial
performance, business prospects, strategies and regulatory
developments. Although management considers these assumptions to be
reasonable based on information currently available to it, they may
prove to be incorrect.
By their very nature, forward-looking statements involve
inherent risks and uncertainties, both general and specific, and
risks that predictions, forecasts, projections and other
forward-looking statements will not be achieved. We caution readers
not to place undue reliance on these statements as a number of
important factors could cause the actual results to differ
materially from the beliefs, plans, objectives, expectations and
anticipations, estimates and intentions expressed in such
forward-looking statements. These factors include, but are not
limited to: incorrect assessments of value when making
acquisitions; increases in debt service charges; fluctuations in
foreign currency and exchange rates; inadequate insurance coverage;
changes in tax laws; and Phonetime's ability to access external
sources of debt and equity capital.
The foregoing list of factors that may affect future results is
not exhaustive. When relying on our forward-looking statements to
make decisions, investors and others should carefully consider the
foregoing factors and other uncertainties and potential events.
Furthermore, the forward-looking statements contained in this press
release are made as of the date of this press release, and
Phonetime does not undertake any obligation to up-date publicly or
to revise any of the included forward-looking statements, whether
as a result of new information, future events or otherwise. The
forward-looking statements contained in this press release are
expressly qualified by this cautionary statement.
The TSX Venture Exchange has neither approved nor disapproved
the contents of the press release.
Contacts: Phonetime Inc. Ian Hochberg Director (416) 505-4382
Email: ian@phonetime.com Phonetime Inc. Wayne Silver President
& C.E.O. (905) 361-8304 Email: wayne@phonetime.com Phonetime
Inc. Rodney Franklin Chairman & C.F.O. (905) 361-8305 Email:
rodney@phonetime.com
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