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Vianet Technologies, Inc. Signs Letter of Intent to Acquire Infinop Holdings, Inc.

20 May 1999

Vianet Technologies, Inc. Signs Letter of Intent to Acquire Infinop Holdings, Inc.

    NEW YORK--(BUISNESS WIRE)--May 20, 1999--

Infinop, Leading Developer of Compression Technology for Fortune
1000 Companies

    Vianet Technologies, Inc. (OTC:VNTK) announced the signing of a letter of intent to acquire 100% of Infinop Holdings, Inc. a privately held corporation of Denton, Texas, in exchange for common shares of Vianet.
    Infinop originated through a joint funding of the U.S. Navy and John Hopkins University and has become an industry leader in the development of advanced compression technologies for a wide range of software and hardware applications. Infinop's patented compression technology dramatically improves compression ratios, increases transmission speeds and improves image quality. Infinop offers a unique approach which has the capability to generate an entire spectrum of compression products for every type of data.
    Infinop's existing clients include Teleglobal (NASDAQ - TGCC) and Prism Communications, a private company which further services Bell Atlantic (NYSE - BEL), Bell Canada International (NASDAQ - BCICF) and Northern Telecom (NYSE - NT).
    Peter Leighton, President and CEO of Vianet commented: " The combination of Infinop's tremendous research and development skills in conjunction with Vianet's recently acquired Develcon production and marketing capabilities produces significant benefits for both companies. The acquisition of Infinop will ensure that Vianet moves to the forefront of the technological development of products that address customers' increasingly demanding needs for bandwidth management and effective digital transmission. Infinop solutions are geared towards aggressive growth companies providing video and multi media content. This technology will be marketed both in conjunction with existing Vianet products and for other diverse applications. With the current market explosion in internet E-commerce, Infinop's technology will be of prime interest to industry leaders such as EBAY (NASDAQ - EBAY) Amazon.com (NASDAQ - AMZN) Thestreet.com (NASDAQ - TSCM) and all major search engines."
    Dr. Howard Fisher, Chief Operations Officer of Infinop, added: "Infinop could not be more pleased with the opportunity our acquisition by Vianet offers. This acquisition will make our software available to the world market through the synergistic relationship within the Vianet corporate family. We want to show the world that Internet multimedia does not require enormous bandwidth coupled with a blind eye to quality. As part of the Vianet family, Infinop will continue to provide products built around sophisticated compression solutions enabling technology companies, e-commerce applications, security, distance learning, and real-time video applications to reach their potential through the delivery of multimedia data over Internet and Intranet connections. Virtually all major Broadcasters including ABC, NBC (NYSE - GE), CBS (NYSE - CBS) CNN, Disney Corp (NYSE - DIS) have indicated aggressive growth plans in this arena. "
    The completion of the acquisition, which is subject to usual due diligence reviews and the preparation of legal documentation normal for a transaction of this type, is expected to occur within a period of sixty days or less.
    On May 18th, 1999 Develcon Electronics, Ltd. (DLC:TSE) announced that it had obtained the final regulatory approvals marking the completion of its acquisition by Vianet.
    Except for the historical information contained herein, the statements in this announcement are forward looking statements which involve risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, the forward looking statements. Factors that might cause such a difference include, but are not limited to, those relating to: the acquisition of Infinop by Vianet; the success of Vianet's application for a NASDAQ SmallCap Market listing; general economic conditions in the markets in which the companies operate; success in the development and market acceptance of new and existing products; dependence on suppliers, third party manufacturers and channels of distribution; customer and product concentration; fluctuations in customer demand; maintaining access to external sources of capital; ability to execute management's margin improvement and cost control plans; overall management of the companies' expansion; obtaining of necessary regulatory approvals; and other risk factors detailed from time to time in the companies' filings with regulatory bodies.