
Lexicon Agrees to Acquire Pathworks a Next Generation Fiber Optic & Telecommunications Company
A Definitive Merger Agreement, subject to due diligence, includes unique relationship with major content provider
AUSTIN, Texas, Aug. 5 /PRNewswire-FirstCall/ -- On August 2, 2010, Lexicon United Incorporated (OTC Bulletin Board: LXUN) (the "Company") executed an Agreement and Plan of Merger ("Merger Agreement") with Pathworks PCO of Florida, Inc. ("Pathworks") and Lexicon Acquisition, Inc., a wholly-owned subsidiary of the Company, wherein the Company and Pathworks agreed to enter into a business combination transaction pursuant to which Pathworks will become a wholly-owned subsidiary of the Company.
Pathworks is the assignee of certain rights relating to the delivery of fiber optic telecommunications services (including television, Internet access and telephone) to homeowners associations and other residential organizations. Pursuant to such rights and an agreement with a content provider, Pathworks intends to invest in the deployment of fiber optic delivery systems and develop a network of customers within the geographic areas covered by the rights. The rights enable Pathworks to build fiber optic infrastructure for its client associations, at limited or no cost to the homeowners. All services are delivered via fiber without the use of any type of satellite or dish system.
Pursuant to the terms of the Merger Agreement, at the Closing, Pathworks shareholders will exchange all of their issued and outstanding Pathworks stock for an aggregate number of shares of the Company's common stock equal to forty-seven percent (47%) of the pro-forma, fully-diluted shares of the Company's common stock immediately following the Closing. The Company expects that the transaction will close not later than October 31, 2010. Completion of the merger transaction is subject to the satisfaction of certain terms and conditions, Pathworks shareholder approval, board of directors approval by all transaction participants, execution of certain further agreements among the parties and completion of due diligence.
"This agreement represents our commitment to the diversification of Lexicon's business base and our entry into the exciting growth industry of fiber optic content and communications delivery", said Elie Saltoun, Lexicon's President.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the Company's securities, nor shall there be any sale of the Company's securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Lexicon United Incorporated
Lexicon United Inc. is a diversified holding company, whose holdings include companies specializing in collections and credit recovery. To the extent that statements in this press release are not strictly historical, including statements as to revenue projections, business strategy, outlook, objectives, future milestones, plans, intentions, goals, future financial conditions, future collaboration agreements, the success of the Company's development, events conditioned on stockholder or other approval, or otherwise as to future events, such statements are forward-looking, and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements contained in this release are subject to certain risks and uncertainties that could cause actual results to differ materially from the statements made. Corporate contact: Jeffrey Nunez, Vice President, 512-266-3507.
About Pathworks PCO of Florida, Inc.
Pathworks PCO of Florida, Inc. is a provider of HD television, next generation Internet access, and carrier-class telephone services delivered via state-of-the-art fiber to the home networks. Pathworks' unique competitive advantage is its relationship with a major content provider of television, Internet and telephone content and bandwidth. Pathworks contracts with client community associations and planned residential communities to install fiber optic capital improvements at its cost in exchange for designation as the property's exclusive provider of multimedia and telecom services on a long term basis. Pathworks provides subscribers with access to over two hundred digital channels and world class HD television. Technology service and specialty sales offices are located in Naples, Ft. Myers and Tampa Florida. Contact: Media Relations.
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Media Relations |
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Investor Relations |
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Frank Flynn |
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212 262 3785 |
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954 732 6383 |
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SOURCE Lexicon United Incorporated
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