Investel Capital Corp, Teliphone Corp, TNW and Affiliates Announce that they have entered into a Binding Settlement Agreement
17 Janvier 2019 - 3:30PM
InvestorsHub NewsWire
Investel Capital Corp,
Teliphone Corp, TNW and Affiliates
Announce that
they have
entered into a
Binding Settlement Agreement with
Bond Capital
Montreal, QC
-- January 17,
2019 -- InvestorsHub
NewsWire -- Montreal-based Investel Capital Corp
(Canada) ("Investel") announced today that
on January 13,
2019, Investel along with Teliphone
Corp,
TNW and a number of
affiliates, entered into a binding
settlement agreement
("Settlement") with Bond Mezzanine Fund
IIICapital Limited Partnership
Fund III
LLP and
Bond Capital Partnership
Fund V
Limited
PartnershipLLP ("Bond
Capital").
All
aspects of the Settlement are expected to close
before the
end of the month. The terms and
conditions
of the Settlement
are
confidential and
the Settlement ends more than 2 years of
legal
disputes
between
the
parties.
The Settlement paves the way
for Investel, Teliphone
Corp and TNW to launch actions to
expeditiously recuperate
certain
telecom
assets which have been at the center of
a dispute under a Companies' Creditors
Arrangement Act process ("CCAA Process") related to 8640025 Canada
Inc. (Petitioner).
This
includes: assets that
were
purportedly
sold and
vested
under the CCAA Process but which
Investel
contends were not owned by the CCAA
Petitioners and so should never have been
included in the CCAA Process, assets which have not
properly been paid for as per the associated
Sale and Vesting
Order and therefore need to be returned to the
Petitioners or their proper
owners, and assets
for
which ownership
is still disputed. Should Investel, Teliphone
Corp and TNW be successful infinal recovery of the assets, the
parties will be free to complete a transaction to
transfer these assets to United American Corp ("UnitedCorp")
(OTC:
UAMA) and these assets
will form part
of UnitedCorp's
future
wireless
operation under a previously announced
agreement to acquire
TNW
Wireless Inc. (TNW
Wireless).
Investel will also begin the process
of assessing the level
of
damages it
incurred during the CCAA Process that
it alleges would have been caused by
Ernst & Young(EY). Investel
believes
EY
Ernst &
Young acted inappropriately
by accepting the role of
the
Court-appointed Monitor while at the same time
acting
as a
Commercial
Financial Advisor to Investel
(and its
ownership) as owner of the
Petitioner, all while essentially
being
funded
by
one of the
creditors. Investel believes that
this multiple role compromised
Ernst &
YoungEY's independence as the
Monitor and that Ernst &
YoungEY used its power granted as the
Monitor to skew the CCAA Process in a
specific direction to its own benefit
and to the
detriment of Investel and its
affiliates. Since August 2017
the two actions
in this matter initiated by Investel and its
affiliates, which went to the
British Columbia
Court of Appeal, and both were decided
unanimously in their favor of Investel and its affiliates
and
against Ernst &
YoungEY.
Last month
the
cellular mobile
licensed spectrum transfer to TNW Wireless
was approved
by Innovation, Science and
Economic Development Canada (ISED) and the company
is
currently
awaiting a
decision from the Canadian Radio-television and
Telecommunications Commission (CRTC)
regarding relief it seeks against Bell
Mobility Inc. (Bell) and Telus Corporation (Telus) to provide it with
mandated mobile
roaming agreements as well a decision related to
its iPCS communications
technology. The CRTC Part 1 Application
is based on Bell and Telus' refusal to date to provide TNW Wireless with
roaming agreements as mandated by CRTC Decision
2015-177. While TNW
Wireless(formerly known as RuralCom Corp) is external and
independent to this had nothing to do with
the CCAA
Process, both Bell Mobility Inc ("Bell") and Telus Corporation
("Telus") cited the unrelated process
in partial defense of their decision not to enter into the
mandatedgrant the wireless national
roaming
agreements, which wireless operation
was
to be part of a
plan of reorganization of 8640025 Canada
Inc. Last month the cellular
mobile licensed spectrum transfer to TNW Wireless was approved
by Innovation, Science and
Economic Development Canada (ISED) and the company is
currently awaiting a decision from the Canadian Radio-television and
Telecommunications Commission (CRTC) regarding
relief it seeks against Bell Mobility Inc. (Bell)
and
Telus
Corporation
(Telus) to
provide TNW
Wirelessit with mandated
mobilewireless roaming agreements as well a
decision related to the use of
its iPCS
communications
technology. The CRTC Part 1 Application is based on Bell and
Telus' refusal to date to provide
TNW Wireless with roaming agreements as mandated by CRTC Decision
2015-177..
"We are very pleased with
this amicable out-of-court settlement with
Bond Capital, which helps to support our position with respect to
ownership of certain
telecom
assets in
the CCAA process and removes any challenge to our
intellectual
property. The agreement
allows us to move forward
undistracted with the development of our business
and the various
transactions that have already been announced," stated Benoit
Lalibert, President
of
Investel
Capital
Corp Canada and CEO of
UnitedCorp.
About Investel
Capital Corporation (Canada)
Investel Capital Corporation
is an investment fund specializing in the acquisition of
telecommunications companies and development of new
technologies. It focuses on investing in the
development of new technologies with its own R&D resource group
and currently has a portfolio of patents filed
worldwide.
About TNW
Wireless Inc.
TNW Wireless is a licensed
wireless operator for wholesale and retail services in Canada and
is a wholly-owned subsidiary of Investel Capital Corporation
Canada. The company currently holds 25MHz bandwidth tier-2 850 MHz
licences and is a registered
wireless carrier. It provides global communication services to the
Northwest region of Canada as well as
global
communication services through its proprietary iPCS
Smartphone-over-IP technology.
About
iPCS
iPCS is an international
patent-pending IP-only mobile technology licensed by Investel
Capital Corporation to TNW Wireless and is one of the cornerstones
for a new mobile telecommunications paradigm. Fueled only by data
while providing full featured voice and messaging services, it is
fully cloud-based with a thin client interface which provides
enhanced security and advanced mobile features.
iPCS is a login-based vs IMSI-based
technology
for access to
mobile services, meaning phones can have multiple users and
profiles and users can access their iPCS profile from any
iPCS-enabled phone. Data usage is tied to the active iPCS user
profile and not to the device or SIM card, and there is a seamless
handover to/from Wi-Fi and 3G/4G/LTE for voice calls.
When connecting to any Wi-Fi
in any location, the unique iPCS Wi-Node function automatically
deregisters and detaches a subscriber's device from any Visited
Public Mobile Network (VPMN) roaming partner and then
backhauls all GSM-based services to TNW's Home Public Mobile
Network (HPMN) cloud spectrum
and core
network. The deregistration process means that subscribers are
never roaming while on Wi-Fi as no third party
licensed
spectrums are beingis used in the VPMN
and only
TNW's licensed
spectrums remotelyare remotely used remotely onto TNW's HPMN
while
users are on
Wi-Fianywhere in the world
this has the
added advantage of increasing the battery life on many phones since
cell radios are automatically deactivated and therefore will not
consume additional radio
power.
About United
American Corp
Established in 1992, United
American Corp is a Florida-based development and management company
focusing on telecommunications and information technologies. The
company currently holds the rights to manage a portfolio of patents
and proprietary technology in telecommunications, social media and
Blockchain technology, and owns and operates the BlockchainDomes
which are designed to provide heat for agricultural
operations using computer equipment in naturally cooled data
centers where efficiency and low-cost operations are a
priority.
This news release
contains forward-looking statements that are subject to various
risks and uncertainties. The Company's actual results could differ
materially from those anticipated in such forward-looking
statements as a result of numerous factors that may be beyond the
Company's control. Forward-looking statements are based on the
expectations and opinions of the Company's management on the date
the statements are made, and the Company assumes no obligation to
update forward-looking statements should circumstances in
management's expectations or opinions change.
Source:
Investel Capital Corp
Teliphone Corp
TNW Networks Corp
Contact:
Investor Relations
investorrelations@investel.com
United American (CE) (USOTC:UAMA)
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