EXHIBIT 99.1
Press Release Source: Azonic Corporation
Azonic Corporation Announces Closing of Asset Purchase Agreement With Filippo
Guani Revocable Trust
Wednesday October 13, 8:53 am ET
NEW YORK--(BUSINESS WIRE)--Oct. 13, 2004--Azonic Corporation (OTCBB:AZOI - News)
announces the closing of its previously announced agreement to purchase certain
assets owned by the Filippo Guani Revocable Trust (the "Trust"). In connection
with the closing, Azonic issued 3,000,000 shares of its common stock to the
Trust. In addition, if, on or before June 1, 2005, Azonic receives the assets
that it did not receive at the closing, free and clear of any encumbrances, it
will issue an additional 1,500,000 shares of its common stock to the Trust. The
Trust will also be entitled to receive an earn out payment of up to $3 million
based on Azonic's future operating profits.
Azonic Corporation plans to utilize certain intellectual property and other
assets it acquired to introduce the "Cyclone Phone," as its solution for a
"phone for the phoneless." The Company plans to market two low-cost, analog
phones. One is designed to be located in glove boxes, first aid kits and
emergency supply packages and used for emergency purposes. The second is a
prepaid wireless phone designed to be used in the low cost and short-term usage
markets. Potential applications include the traditional prepaid market, kiddy
phone and throw away markets for business people and tourists in immediate need
of a cell phone but who do not wish to enter into multi year expensive contracts
or purchase expensive handsets. These low-cost disposable phones will bring
wireless communication to millions who cannot afford the cost of current
offerings, want to avoid monthly charges, or simply need an inexpensive wireless
phone while traveling or for emergency calls only. This new product offering
will make and receive calls, be "ready to go" out of the box using "AA"
batteries, will be refreshable, and will incorporate proprietary patented
design.
Effective October 12, 2004, Gregory Laborde resigned as CEO of Azonic
Corporation and John G. Simmonds was appointed CEO. John G. Simmonds is also
Chairman and CEO of Wireless Age Communications, Inc. which has a 16.5% interest
in Azonic Corporation.
Greg Laborde, former CEO stated, "The closing of this transaction represents a
turning point for Azonic Corporation. The transaction in its final form, appears
to be fair to all interested parties and represents a good compromise. Now the
Company can move forward with the new business opportunity."
John G. Simmonds commented, "Now that the transaction has been completed, we can
begin to roll out much of what we've been working on, in behind the scenes.
We've assembled our team, we're working on a market assessment in order to
choose initial distribution channels, and we've been in discussions on refining
the product, weighing manufacturing options and learning about potential
competitors. While there remains more to do, I'm confident that the market place
is anxious for our products."
This press release contains "forward-looking statements" as defined in the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements are based on currently available competitive, financial and economic
data and management's views and assumptions regarding future events. Such
forward-looking statements are inherently uncertain. Azonic Corporation cannot
provide assurances that the matters described in this press release will be
successfully completed or that we will realize the anticipated benefits of any
transaction. Actual results may differ materially from those projected as a
result of certain risks and uncertainties, including but not limited to: global
economic and market conditions; the war on terrorism and the potential for war
or other hostilities in other parts of the world; the availability of financing
and lines of credit; successful integration of acquired or merged businesses;
changes in interest rates; management's ability to forecast revenues and control
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expenses, especially on a quarterly basis; unexpected decline in revenues
without a corresponding and timely slowdown in expense growth; our ability to
retain key management and employees; intense competition and our ability to meet
demand at competitive prices and to continue to introduce new products and new
versions of existing products that keep pace with technological developments,
satisfy increasingly sophisticated customer requirement and achieve market
acceptance; relationships with significant suppliers and customers; as well as
other risks and uncertainties, including but not limited to those detailed from
time to time in Azonic Corporation's SEC filings. Azonic Corporation undertakes
no obligation to update information contained in this release. For further
information regarding risks and uncertainties associated with Azonic
Corporation's business, please refer to the risks and uncertainties detailed
from time to time in Azonic Corporation's SEC filings.
Contact:
Azonic Corporation
Gregory Laborde
Chairman & C.E.O
(212) 962-4400
Source: Azonic Corporation
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