MERGER NEWSSSSSSS OUT>>Mobile Media Unlimited Holdings Inc. Acquires TzuFuma Inc.
Dec 17, 2009 4:00:00 PM
2009 GlobeNewswire, Inc.
COCONUT CREEK, Fla., Dec. 17, 2009 (GLOBE NEWSWIRE) -- Mobile Media Unlimited Holdings, Inc. (DE) (Pink Sheets:MMUH) (MMUH) announced that the Company has entered into a Memorandum of Understanding ("MOU") with TzuFuma Inc. (FL) and its wholly owned subsidiary to be acquired in whole in an all restricted stock transaction.
TzuFuma Inc. is in the import and wholesale distribution business of Electronic Cigarettes. Electronic Cigarettes, or E-Cigarettes, are technological marvels which have the look, taste, and feel of a real cigarette without any combustible components, and produces water vapor instead of second-hand smoke. The advantages of this product are apparent since no actual smoke by the product is created and users have the freedom to enjoy smoking in establishments currently smoker-unfriendly.
Robert Paterson, President of TzuFuma Inc., commented: "TzuFuma is dedicated to educating the smoking populace at large regarding this alternative way to smoke. While we are not allowed to say that smoking our E-Cigarette brands are any safer than smoking real cigarettes, there are certainly independent studies supporting that claim. There are over 4,000 chemicals which can go into the manufacture of a cigarette, many of them toxic and poisonous, as opposed to 19 ingredients in our products. Personally, I believe the fact that because there are no combustible components and no lighting requirements, in and of itself, this makes the usage of our products inherently safer than a real cigarette from a fire prevention standpoint. The Company's performance so far leads management to believe that we have only seen the tip of the iceberg!"
Gary Freeman, CEO of MMUH, stated: "During late 2008, the Company acquired 100% of the startup SMS company MMU Inc. Due to unforeseen circumstances surrounding Verizon's controversial and highly successful litigation to protect Verizon's enormous cell phone subscriber database from potential onslaughts of unwanted and/or unsolicited spam-type text advertising using SMS (short message service), our Company quickly discovered that while it had recently paid 38,093,100 common shares (59% of the issued and outstanding) for 100% of MMU's equity, MMU almost immediately was faced with the prospect of scrambling to find new applications for its SMS portal business."
Mr. Freeman continued: "During 2009, MMU Inc. attempted to uncover alternative application(s) to use the MMU assets to capture revenues. Alas, no viable revenue stream was forthcoming. The advent of the failing MMU business leaves the MMU Inc. shareholders in the following summary of positions:
* 510,000,000 MMUH are authorized;
* 10,000,000 of the authorized are Preferred shares.
-- 8,300,000 Preferred shares are issued and outstanding.
* The Preferred shares vote 10:1 and have 10:1
conversion rights.
-- 64,864,740 MMUH common are issued and outstanding
(Pre MOU)
-- Post (MOU) 122,864,750 MMUH will be issued and outstanding.
* 19,448,750 MMUH restricted shares (30% of the issued and
outstanding, Post 16%) were previously distributed to
approximately thirty Text2Win LLC Holders. Some or all of these
shares are without known tangible consideration. All of these
shares will remain restricted under SEC rule 144 pending any
outcome(s) of consideration resolution(s).
* 18,644,350 MMUH restricted shares (29% of the issued and
outstanding, Post 15%) are owned by approximately sixty three
private placement Holders who paid MMU Inc. either $1.00 or
$2.00 per share in consideration. MMUH shares were issued and
delivered to these MMU Inc. shareholders on or about 02/04/09.
These shares may be unrestricted by the Holder(s) on or after
02/04/10 with the appropriate legal opinion(s). The Company will
dispatch instructions to these shareholders early in 2010.
* 7,861,361 MMUH shares (7% of the issued and outstanding, Post 6%)
are restricted and held by Insiders, officers and affiliates of
the Company.
* 18,910,279 MMUH shares (29% of the issued and outstanding, Post
15%) are free trading.
Mr. Freeman further commented: "Our timely production of unaudited financials for MMUH and our bringing Pink Sheets filings towards full compliance is key to the Company's future plans. We will publish TzuFuma's unaudited financial statements for the period of 2nd Qtr-4th Qtr 2009 in early 2010.
About Mobile Media Unlimited Holdings, Inc.
* TzuFuma Inc. is in the import and wholesale distribution business
of Electronic Cigarettes.
Forward-Looking Statement: The statements in the press release that relate to the Company's expectations with regard to the future impact on the Company's results from acquisitions or actions in development are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The statements in this document may also contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. When used in this press release, the words "anticipate," "believe," "estimate," "may," "intend," "expect" and similar expressions identify such forward-looking statements. Forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those contained in such statements. Such risks, uncertainties, and factors include, but are not limited to, future capital needs, changes, and delays in plans and schedules, or market acceptance.
CONTACT: TzuFuma Inc.
Ms. Kym
866 323 0001
TzufumaPR@gmail.com
Dec 17, 2009 4:00:00 PM
2009 GlobeNewswire, Inc.
COCONUT CREEK, Fla., Dec. 17, 2009 (GLOBE NEWSWIRE) -- Mobile Media Unlimited Holdings, Inc. (DE) (Pink Sheets:MMUH) (MMUH) announced that the Company has entered into a Memorandum of Understanding ("MOU") with TzuFuma Inc. (FL) and its wholly owned subsidiary to be acquired in whole in an all restricted stock transaction.
TzuFuma Inc. is in the import and wholesale distribution business of Electronic Cigarettes. Electronic Cigarettes, or E-Cigarettes, are technological marvels which have the look, taste, and feel of a real cigarette without any combustible components, and produces water vapor instead of second-hand smoke. The advantages of this product are apparent since no actual smoke by the product is created and users have the freedom to enjoy smoking in establishments currently smoker-unfriendly.
Robert Paterson, President of TzuFuma Inc., commented: "TzuFuma is dedicated to educating the smoking populace at large regarding this alternative way to smoke. While we are not allowed to say that smoking our E-Cigarette brands are any safer than smoking real cigarettes, there are certainly independent studies supporting that claim. There are over 4,000 chemicals which can go into the manufacture of a cigarette, many of them toxic and poisonous, as opposed to 19 ingredients in our products. Personally, I believe the fact that because there are no combustible components and no lighting requirements, in and of itself, this makes the usage of our products inherently safer than a real cigarette from a fire prevention standpoint. The Company's performance so far leads management to believe that we have only seen the tip of the iceberg!"
Gary Freeman, CEO of MMUH, stated: "During late 2008, the Company acquired 100% of the startup SMS company MMU Inc. Due to unforeseen circumstances surrounding Verizon's controversial and highly successful litigation to protect Verizon's enormous cell phone subscriber database from potential onslaughts of unwanted and/or unsolicited spam-type text advertising using SMS (short message service), our Company quickly discovered that while it had recently paid 38,093,100 common shares (59% of the issued and outstanding) for 100% of MMU's equity, MMU almost immediately was faced with the prospect of scrambling to find new applications for its SMS portal business."
Mr. Freeman continued: "During 2009, MMU Inc. attempted to uncover alternative application(s) to use the MMU assets to capture revenues. Alas, no viable revenue stream was forthcoming. The advent of the failing MMU business leaves the MMU Inc. shareholders in the following summary of positions:
* 510,000,000 MMUH are authorized;
* 10,000,000 of the authorized are Preferred shares.
-- 8,300,000 Preferred shares are issued and outstanding.
* The Preferred shares vote 10:1 and have 10:1
conversion rights.
-- 64,864,740 MMUH common are issued and outstanding
(Pre MOU)
-- Post (MOU) 122,864,750 MMUH will be issued and outstanding.
* 19,448,750 MMUH restricted shares (30% of the issued and
outstanding, Post 16%) were previously distributed to
approximately thirty Text2Win LLC Holders. Some or all of these
shares are without known tangible consideration. All of these
shares will remain restricted under SEC rule 144 pending any
outcome(s) of consideration resolution(s).
* 18,644,350 MMUH restricted shares (29% of the issued and
outstanding, Post 15%) are owned by approximately sixty three
private placement Holders who paid MMU Inc. either $1.00 or
$2.00 per share in consideration. MMUH shares were issued and
delivered to these MMU Inc. shareholders on or about 02/04/09.
These shares may be unrestricted by the Holder(s) on or after
02/04/10 with the appropriate legal opinion(s). The Company will
dispatch instructions to these shareholders early in 2010.
* 7,861,361 MMUH shares (7% of the issued and outstanding, Post 6%)
are restricted and held by Insiders, officers and affiliates of
the Company.
* 18,910,279 MMUH shares (29% of the issued and outstanding, Post
15%) are free trading.
Mr. Freeman further commented: "Our timely production of unaudited financials for MMUH and our bringing Pink Sheets filings towards full compliance is key to the Company's future plans. We will publish TzuFuma's unaudited financial statements for the period of 2nd Qtr-4th Qtr 2009 in early 2010.
About Mobile Media Unlimited Holdings, Inc.
* TzuFuma Inc. is in the import and wholesale distribution business
of Electronic Cigarettes.
Forward-Looking Statement: The statements in the press release that relate to the Company's expectations with regard to the future impact on the Company's results from acquisitions or actions in development are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The statements in this document may also contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. When used in this press release, the words "anticipate," "believe," "estimate," "may," "intend," "expect" and similar expressions identify such forward-looking statements. Forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those contained in such statements. Such risks, uncertainties, and factors include, but are not limited to, future capital needs, changes, and delays in plans and schedules, or market acceptance.
CONTACT: TzuFuma Inc.
Ms. Kym
866 323 0001
TzufumaPR@gmail.com
