WebLink Wireless, Inc. and Metrocall, Inc. to Merge; Merger of Equals to Create Exciting Company

Apr 02, 2001, 01:00 ET from WebLink Wireless, Inc.

    DALLAS, April 2 /PRNewswire/ -- WebLink Wireless (Nasdaq: WLNK) and
 Metrocall (Nasdaq: MCLLC) today announced they have agreed to merge.  The
 merged company will be named WebLink Wireless and its corporate headquarters
 will be in Alexandria, Virginia with significant operations in Dallas and
 Alexandria.  Management will include a combination of the two companies'
 management teams.
     The combined company is expected to have over 8 million subscribers, an
 industry leading position in the high growth wireless data sector,
 approximately $700 million in revenue, over $120 million of EBITDA and
 approximately 5000 employees.  The combined distribution power of the company
 will include approximately 1600 salespeople, industry leading position in
 national retailers, telecom alliances and wireless data resellers, and a
 developing telemetry business.  Through exclusive relationships with TelMex
 and Bell Mobility, the combined company's wireless data network is expected to
 cover over 90% of the North American population.  The Canadian Network began
 operations in late 2000.
     The companies plan to effect the merger through concurrent Chapter 11
 bankruptcy reorganizations.  It is expected that the companies will commence
 their bankruptcy proceedings by May 15, 2001.  The merger agreement provides
 that the equity of the merged company will be divided equally between the
 current stakeholders of each company.  The plans of reorganization when filed
 will set forth in greater detail the treatment of the debt and equity holders
 of each company.  Subject to the satisfaction of certain conditions, Metrocall
 has also agreed to prepay for certain services to be rendered by WebLink
 pursuant to an existing alliance agreement.  The merger is subject to
 obtaining adequate financing, and approval by each company's creditors, the
 bankruptcy court and certain state and federal regulators, as well as other
 customary closing conditions.  The parties expect the merger to close by the
 last quarter of 2001.
     "This is an outstanding combination of two companies that have worked
 closely together in the past toward the development of a nationwide two-way
 messaging network.  The merger will create a leader in the wireless data and
 messaging industry with the distribution and strategic alliances to take
 advantage of the positive trends in advanced messaging and telemetric
 services," said William Collins III, Metrocall's Chairman and CEO.  "We
 believe that this merger provides the best opportunity for the combined
 companies to recapitalize and to go forward on a long-term sustainable basis."
     "This merger allows us to combine the strengths of each company. We expect
 to realize tens of millions of dollars of annual operating synergies for the
 benefit of our collective stakeholders," said John D. Beletic, Chairman and
 CEO of WebLink Wireless, Inc.
     John D. Beletic will serve as Chairman of the combined company; William L.
 Collins III will serve as Vice Chairman and CEO; N. Ross Buckenham, President
 of WebLink Wireless, will be President; Steven D. Jacoby, COO of Metrocall,
 will be COO; and Vincent D. Kelly, CFO of Metrocall, will be CFO.
 
     Except for the historical and present factual information contained
 herein, the matters set forth in this press release, including statements as
 to the expected benefits of the merger such as efficiencies, cost savings,
 market profile and financial strength, and the competitive ability and
 position of the combined  company, and other statements identified by words
 such as "expects," "projects," "plans," and similar expressions are
 forward-looking statements within the meaning of the "safe harbor" provisions
 of the Private Securities Litigation Reform Act of 1995.  These
 forward-looking statements are subject to risks and uncertainties that may
 cause actual results to differ materially, including the possibility that the
 anticipated benefits from the merger cannot be fully realized, the possibility
 that costs or difficulties related to the integration of our businesses will
 be greater than expected, the impact of competition and other risk factors
 relating to our industry as detailed from time to time in WebLink Wireless'
 reports filed with the SEC.  WebLink Wireless disclaims any responsibility to
 update these forward-looking statements.
 
     WebLink Wireless will file a disclosure statement and other relevant
 documents describing the merger and the reorganization with the bankruptcy
 court once the Chapter 11 proceedings have commenced.  Investors are urged to
 read the disclosure statements when they become available and any other
 relevant documents filed with the bankruptcy court because they will contain
 important information.  THERE CAN BE NO ASSURANCE THAT THE EXISTING
 STOCKHOLDERS OF EITHER COMPANY WILL RECEIVE ANY COMMON STOCK OF THE MERGED
 COMPANY OR ANY OTHER PAYMENT FOR THEIR SHARES.
 
     Metrocall, Inc., headquartered in Alexandria, VA, is one of the largest
 wireless data and messaging companies in the United States providing both
 products and services to some 6.2 million business and individual subscribers.
 The Company offers two-way interactive messaging, wireless e-mail and Internet
 connectivity, cellular and digital PCS phones, as well as one-way messaging
 services.  Also, Metrocall offers totally integrated resource management
 systems and communications solutions for business and campus environments.
 Metrocall's wireless networks operate in the top 1,000 markets all across the
 nation and the Company has offices and retail location in more than 40 states.
 Metrocall is the largest equity-owner of Inciscent, an independent business-
 to-business enterprise, that is a national full-service "wired-to-wireless"
 Application Service Provider (ASP).  For more information on Metrocall please
 visit our Web site and On-line store at www.metrocall.com.
 
     WebLink Wireless, Inc. is a leader in the wireless data industry,
 providing wireless e-mail, wireless instant messaging, information on demand
 and traditional paging services throughout the United States.  The company's
 nationwide 2-Way network is the largest of its kind reaching approximately 90
 percent of the U.S. population and, through strategic partnerships, extends
 into Canada and Mexico.  The Dallas-based company, which serves some 2 million
 customers, recorded total revenues of $290 million for the year ended Dec. 31,
 2000.  For more information visit the Web site at
 http://www.weblinkwireless.com.
 
 

SOURCE WebLink Wireless, Inc.
    DALLAS, April 2 /PRNewswire/ -- WebLink Wireless (Nasdaq: WLNK) and
 Metrocall (Nasdaq: MCLLC) today announced they have agreed to merge.  The
 merged company will be named WebLink Wireless and its corporate headquarters
 will be in Alexandria, Virginia with significant operations in Dallas and
 Alexandria.  Management will include a combination of the two companies'
 management teams.
     The combined company is expected to have over 8 million subscribers, an
 industry leading position in the high growth wireless data sector,
 approximately $700 million in revenue, over $120 million of EBITDA and
 approximately 5000 employees.  The combined distribution power of the company
 will include approximately 1600 salespeople, industry leading position in
 national retailers, telecom alliances and wireless data resellers, and a
 developing telemetry business.  Through exclusive relationships with TelMex
 and Bell Mobility, the combined company's wireless data network is expected to
 cover over 90% of the North American population.  The Canadian Network began
 operations in late 2000.
     The companies plan to effect the merger through concurrent Chapter 11
 bankruptcy reorganizations.  It is expected that the companies will commence
 their bankruptcy proceedings by May 15, 2001.  The merger agreement provides
 that the equity of the merged company will be divided equally between the
 current stakeholders of each company.  The plans of reorganization when filed
 will set forth in greater detail the treatment of the debt and equity holders
 of each company.  Subject to the satisfaction of certain conditions, Metrocall
 has also agreed to prepay for certain services to be rendered by WebLink
 pursuant to an existing alliance agreement.  The merger is subject to
 obtaining adequate financing, and approval by each company's creditors, the
 bankruptcy court and certain state and federal regulators, as well as other
 customary closing conditions.  The parties expect the merger to close by the
 last quarter of 2001.
     "This is an outstanding combination of two companies that have worked
 closely together in the past toward the development of a nationwide two-way
 messaging network.  The merger will create a leader in the wireless data and
 messaging industry with the distribution and strategic alliances to take
 advantage of the positive trends in advanced messaging and telemetric
 services," said William Collins III, Metrocall's Chairman and CEO.  "We
 believe that this merger provides the best opportunity for the combined
 companies to recapitalize and to go forward on a long-term sustainable basis."
     "This merger allows us to combine the strengths of each company. We expect
 to realize tens of millions of dollars of annual operating synergies for the
 benefit of our collective stakeholders," said John D. Beletic, Chairman and
 CEO of WebLink Wireless, Inc.
     John D. Beletic will serve as Chairman of the combined company; William L.
 Collins III will serve as Vice Chairman and CEO; N. Ross Buckenham, President
 of WebLink Wireless, will be President; Steven D. Jacoby, COO of Metrocall,
 will be COO; and Vincent D. Kelly, CFO of Metrocall, will be CFO.
 
     Except for the historical and present factual information contained
 herein, the matters set forth in this press release, including statements as
 to the expected benefits of the merger such as efficiencies, cost savings,
 market profile and financial strength, and the competitive ability and
 position of the combined  company, and other statements identified by words
 such as "expects," "projects," "plans," and similar expressions are
 forward-looking statements within the meaning of the "safe harbor" provisions
 of the Private Securities Litigation Reform Act of 1995.  These
 forward-looking statements are subject to risks and uncertainties that may
 cause actual results to differ materially, including the possibility that the
 anticipated benefits from the merger cannot be fully realized, the possibility
 that costs or difficulties related to the integration of our businesses will
 be greater than expected, the impact of competition and other risk factors
 relating to our industry as detailed from time to time in WebLink Wireless'
 reports filed with the SEC.  WebLink Wireless disclaims any responsibility to
 update these forward-looking statements.
 
     WebLink Wireless will file a disclosure statement and other relevant
 documents describing the merger and the reorganization with the bankruptcy
 court once the Chapter 11 proceedings have commenced.  Investors are urged to
 read the disclosure statements when they become available and any other
 relevant documents filed with the bankruptcy court because they will contain
 important information.  THERE CAN BE NO ASSURANCE THAT THE EXISTING
 STOCKHOLDERS OF EITHER COMPANY WILL RECEIVE ANY COMMON STOCK OF THE MERGED
 COMPANY OR ANY OTHER PAYMENT FOR THEIR SHARES.
 
     Metrocall, Inc., headquartered in Alexandria, VA, is one of the largest
 wireless data and messaging companies in the United States providing both
 products and services to some 6.2 million business and individual subscribers.
 The Company offers two-way interactive messaging, wireless e-mail and Internet
 connectivity, cellular and digital PCS phones, as well as one-way messaging
 services.  Also, Metrocall offers totally integrated resource management
 systems and communications solutions for business and campus environments.
 Metrocall's wireless networks operate in the top 1,000 markets all across the
 nation and the Company has offices and retail location in more than 40 states.
 Metrocall is the largest equity-owner of Inciscent, an independent business-
 to-business enterprise, that is a national full-service "wired-to-wireless"
 Application Service Provider (ASP).  For more information on Metrocall please
 visit our Web site and On-line store at www.metrocall.com.
 
     WebLink Wireless, Inc. is a leader in the wireless data industry,
 providing wireless e-mail, wireless instant messaging, information on demand
 and traditional paging services throughout the United States.  The company's
 nationwide 2-Way network is the largest of its kind reaching approximately 90
 percent of the U.S. population and, through strategic partnerships, extends
 into Canada and Mexico.  The Dallas-based company, which serves some 2 million
 customers, recorded total revenues of $290 million for the year ended Dec. 31,
 2000.  For more information visit the Web site at
 http://www.weblinkwireless.com.
 
 SOURCE  WebLink Wireless, Inc.