Cignus Ventures Inc.
OTC Bulletin Board : CGNV

July 17, 2009 17:23 ET

Cignus Ventures Inc. Announces Entry into Interim Agreement with Smartlinx VOIP Networks Private Limited

BELLINGHAM, WASHINGTON--(Marketwire - July 17, 2009) - Cignus Ventures Inc. (OTCBB:CGNV) (the "Company") is pleased to announce that, on July 10, 2009, it entered into an interim agreement dated for reference June 29, 2009 (the "Interim Agreement") with Smartlinx VOIP Networks Private Limited ("Smartlinx"), a corporation incorporated under the laws of India and engaged in the business of providing technical support and back office services for Voice-Over Internet Protocol ("VOIP") and live on-line tutoring services through its video enabled model and "Live Tutor" website.

Smartlinx's business operations for its VOIP support services and Live Tutor services are located in India. Smartlinx has also filed a trade mark application for the brand name "Live Tutor" with the India Trade Marks Registry.

Under the terms of the Interim Agreement, the Company has agreed to acquire all of the issued and outstanding shares of Smartlinx. In consideration of the Company's acquisition of Smartlinx, the principal stockholder and sole executive officer of the Company, David K. Ryan, will transfer all of his shares, being 10,000,000 shares (27,000,000 post-split shares) of Cignus' common stock to the principal stockholders of Smartlinx. The Company has also agreed to complete a 2.7-for-1 forward split of its common stock, subject to regulatory approval, and to advance a non-interest bearing loan of $200,000 US to Smartlinx upon closing of the acquisition.

The closing of the acquisition is subject to a number of conditions, including, among other conditions: (i) delivery of all financial statements of Smartlinx required under applicable securities rules; and (ii) the Company satisfactorily completing its due diligence review of Smartlinx. Under the terms of the Interim Agreement, the parties are required to enter into a formal agreement no later than August 15, 2009. There is no assurance that the proposed transaction will be completed as planned or at all.

This news release may contain, in addition to historic information, forward-looking statements. These statements may involve known and unknown risks and uncertainties and other factors that may cause the actual results to be materially different from the results implied herein, including, but not limited to, risks and uncertainties relating to the negotiation of a definitive agreement with Smartlinx. There is no assurance that the Company will be able to reach a formal agreement to acquire Smartlinx. Readers are cautioned not to place undue reliance on the forward-looking statements made in this press release.

Contact Information

  • Cignus Ventures Inc.
    David K. Ryan
    (360) 306-1133