Item 1.01 Entry into Material Definitive Agreements.
On June 14, 2006, visionGATEWAY, Inc. completed a Stock Purchase
Agreement with Sunleigh Investments Limited, the owners of Centile Limited of
the UK, relating to the acquisition of the business of Centile Limited by
visionGATEWAY, Inc. In order to enhance its strategic growth opportunities in
the VoIP market, visionGATEWAY finalized contractual agreements and expects
the transaction to acquire Centile will be closed within the next 30 days with
the exchange and transfer of shares, whereby Centile will become a wholly
owned subsidiary of visionGATEWAY, Inc.
The sole investment of Centile Limited, a UK registered company, is the
holding company for and the ownership of Centile SA, of France, a software
development (R&D) and distribution company specializing in VoIP technology.
Centile is a leader in application software server solutions and an Internet
Telephony (VoIP) software vendor. Their key product, the Centile IntraSwitch,
enables Telecommunication Operators (GSM, Wireless), Media Companies and
Service Providers to be at the forefront of VoIP and multimedia
communications, whilst endowing enterprises and residential end users with top
quality IP solutions.
The acquisition of Centile Limited announced today was made for consideration
of:
* 8,500,000 shares of common stock of VGWA;
* 2,500,000 shares of non-voting stock of VGWA;
* 500,000 share warrants of visionGATEWAY, Inc. with a strike price of
US$1.50 for each share of common stock of visionGATEWAY, Inc; and,
* the amount of Euros three million (_3,000,000), payable to Sunleigh
Investments Limited after Closing in accordance with a timetable
from mid July to end December 2006.
In addition, visionGATEWAY agreed to allocate to the key executives of Centile
SA:
* 3,500,000 shares of common stock of VGWA; and,
* 1,500,000 shares of non-voting stock of VGWA.
In addition, visionGATEWAY agreed to allocate 1,500,000 shares of non-voting
stock of VGWA to be held as part of an incentive program to be established
under new employment agreements with key Centile personnel.
Within the terms of the Agreement, visionGATEWAY will immediately assume
management control of Centile and has agreed to undertake the current
financial obligations of Centile, and, of course, on an ongoing basis.
Forward-Looking Statements
Statements made in this Form 8-K, which are not purely historical and
statements preceded by, followed by or that include the words "may," "could,"
"should," "expects," "projects," "anticipates," "believes," "estimates,"
"plans," "intends," "targets," or similar expressions, are forward-looking
statements with respect to the goals, plan objectives, intentions,
expectations, financial condition, results of operations, future performance
and business of the Company.
Forward-looking statements involve inherent risks and uncertainties, and may
be dependent upon important factors (many of which are beyond the Company's
control) that could cause actual results to differ materially from those set
forth in the forward-looking statements, including the following: general
economic or industry conditions, either nationally, internationally or in the
communities in which the Company conducts its business, changes in the
interest rate environment, legislation or regulatory requirements, conditions
of the securities markets, the Company's ability to raise capital, changes in
accounting principles, policies or guidelines, financial or political
instability, acts of war or terrorism, other economic, governmental,
regulatory and technical factors affecting the Company's operations, products,
services and prices.
Accordingly, results actually received may differ materially from results
expected in these statements. Forward-looking statements speak only as of the
date they were made. The Company does not undertake, and specifically
disclaims, any obligation to update any forward-looking statements to reflect
events or circumstances occurring after the date such statements were made.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of businesses to be acquired.
Financial Statements will be forthcoming when the transaction is
closed.
(b) Pro Forma financial information.
None.
(c) Exhibits
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
visionGATEWAY, Inc.
/s/Michael Emerson
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Michael Emerson
Chief Executive Officer