Biofarm, Inc. and Friendlyway, Inc. Sign Share Exchange Agreement
18 8월 2004 - 11:00PM
PR Newswire (US)
Biofarm, Inc. and Friendlyway, Inc. Sign Share Exchange Agreement
SAN FRANCISCO, Aug. 18 /PRNewswire/ -- Biofarm, Inc. (OTC:BIOF)
(BULLETIN BOARD: BIOF) announced today the signing of a Share
Exchange Agreement ("SEA") providing for the acquisition of
Friendlyway, Inc. ("FWI") by BIOF. FWI will become a wholly-owned
subsidiary of BIOF, and for accounting purposes only, the
transaction will be treated as a reverse merger. The name of the
combined entity will be changed to International Interactive
Technologies Corporation. Shareholders of BIOF will continue to own
their existing shares and will also receive at a later date an
equal number of the shares of OCWEN Corporation, a newly formed
corporation that has acquired all assets of BIOF and has assumed
all of its liabilities Relevant audited financial statements have
been delivered both by FWI and BIOF in accordance with the SEA, and
the transaction is expected to close during the month of September
2004. FWI is a leading self-service solutions provider based in San
Francisco (http://www.friendlyway.com/). Since its inception in
2000, the Company has delivered customer-facing applications for
point-of-sale/service and point-of- information devices to over 250
customers that include Fidelity Investments, Bank of America, Nike
and Marriott Hotels. FWI generates its revenues from the sale and
rental of its systems. For the year ended December 31, 2003, FWI
posted total revenue of $1.7M, which represented a doubling of its
revenue for the preceding year. For the second quarter ended June
30, 2004, FWI recorded record revenue of $725,000, an increase of
54% over revenue for the quarter ended March 31, 2004. FWI
anticipates revenue approximately $1 million for the current
quarter ending September 30, 2004. Of such total revenue, FWI
anticipates that systems sales will represent 90% and that rental
revenue will represent 10%. FWI's business plan is to utilize its
public company status to complete equity financing that will enable
FWI to pursue more aggressively its expansion plan, as well as to
capitalize upon its public company status to effect acquisitions of
other entities within the highly fragmented self service solutions
industry. Alex von Welczeck, CEO of Friendlyway stated, "The
proposed transaction with BIOF is the first step towards
accomplishing our growth goals. Since inception, FWI has
demonstrated its ability to achieve consistent revenue growth while
building a sustainable business". During the past four years, FWI
has gained extensive experience in serving the self-service
solution needs of its customers. FWI expects the market opportunity
to remain attractive, largely driven by the growing applications
for self-service terminals, pay-for-use Internet and Wi-Fi
hotspots, narrowcasting in public space terminals, and for customer
service. Currently, FWI operates in a highly fragmented industry
and believes there are inherent opportunities to seek out
complementary businesses as acquisition candidates as part of its
growth strategy. Biofarm, Inc. is a holding company with
headquarters in Linfield, Pennsylvania. This press release contains
certain forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended including
statements regarding Friendlyway's anticipated revenue, growth in
Friendlyway's target market, and the anticipated closing of the
proposed transaction Investors are cautioned that all
forward-looking statements involve risks and uncertainty. While
these statements are made to convey to the public Biofarm's
progress, business opportunities and growth prospects, readers are
cautioned that such forward-looking statements represent
management's opinion. While management believes such
representations to be true and accurate based on information
available to Biofarm at this time, actual results may differ
materially from those described. In addition to the matters
described in this press release, risk factors listed from time to
time in Biofarm's SEC reports and filings, including, but not
limited to, its report on Form 10QSB for the quarters ended January
31, 2004 and April 30, 2004, and its report on Form 10-KSB for the
year ended October 31, 2003, may affect the results to be achieved.
DATASOURCE: Friendlyway, Inc. CONTACT: Henrly Lo of Friendlyway,
Inc., +1-415-816-6166, or Web site: http://www.friendlywayinc.com/
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