SOURCE: Cinnabar Ventures, Inc.

Cinnabar Ventures, Inc.

January 11, 2010 16:00 ET

Cinnabar Ventures, Inc. to Acquire US Metropolitan Telecom, LLC

Telecom Veteran, Frank Mambuca, Tapped to Lead Cinnabar's Data Division

FORT MYERS, FL--(Marketwire - January 11, 2010) - Cinnabar Ventures, Inc. ("Cinnabar") (OTCBB: CNBR), the creators of the Yippy OS,, a cloud-based operating system currently in beta, announces it has executed a non-binding letter of intent on January 6, 2010, for the acquisition of FiberCon Holdings, LLC's wholly-owned subsidiary, US Metropolitan Telecom, LLC ("US Metro"), a leading Florida telecommunications company and Competitive Local Exchange Carrier ("CLEC") for an aggregate purchase price of cash and stock totaling eighteen million dollars ($18,000,000), which includes Cinnabar's acquisition of 100% of the membership interests of US Metro. US Metro is an established CLEC with a robust wholly owned metropolitan fiber-optic network throughout the central business districts of Collier and Lee counties and a long-haul fiber-optic network throughout south Florida. The network consists of more than 600 miles of fiber. This acquisition is expected to close on or before March 31, 2010, subject to due diligence reviews to be performed by Cinnabar.

The acquisition includes the appointment of US Metro President Frank Mambuca as President of Cinnabar's Data division; a division that will have US Metro as its core subsidiary. Frank Mambuca has been President & Chief Executive Officer of US Metro since its inception in 2006. With more than 25 years' experience in the IT and communication networks industry, Mr. Mambuca brings vast experience and knowledge, as well as venerated leadership to Cinnabar. Prior to US Metro, Mr. Mambuca was President & Chief Executive Officer of American Wireless Providers, which was a wireless networking start-up company in southwest Florida deploying WiMax networks. Mr. Mambuca also served as the Group Vice President of Global Operations for Level 3 Communications ("Level 3") based in Denver, Colorado, with responsibility for global customer operations, service activation, network management, and field services for Level 3's 40,000+ mile fiber-optic network that spans three continents and one ocean.

"Frank, his team and I operate from the data delivery side of the equation and understand that any web-based company is, at its very core, a data distributor," said Richard Granville, Chairman and Chief Executive Officer of Cinnabar. "It is from our data delivery roots that we will grow our business, fully leverage our strengths, and deliver on customer demands for enhanced broadband capacities and applications and deliver the first end to end vertically integrated IT solutions from one provider. We will provide cost-efficient solutions as a one-stop shop, with Cinnabar's core being the application engine currently running the Yippy Web-OS that can be tailored to individual business owners' needs. We have the engine to drive communications, video conferencing and a multitude of other business applications that before now the average company would find too expensive to implement."

"Just as adults would want to control the content delivered to their children, the business owner can have that control as well," adds Granville. "We are going to make people excited about IT again. We are energized about what the combination of these companies will deliver."

"Our competitors buy their data in a commoditized fashion from Tier 1 Internet Service Providers such as Level 3, Qwest, Verizon and AT&T," says Granville. "By using our own fiber networks, we gain a significant advantage that leverages our overall acquisition cost with dramatic reductions in capital expenditures and monthly expenses. It is these competitive advantages that are attractive to equity holders from US Metro and which drive the desire for equity in Cinnabar Ventures."

US Metro and Cinnabar will combine their sales and marketing channels, enabling the companies to provide expanded world-class service and products to customers. Frank Mambuca, President of US Metro, said, "US Metro has always had plans for national growth with a base of operation in southwest Florida. We expect that the combination of US Metro's technologies and network expertise with Cinnabar's software expertise and vision will expedite the combined companies' market potential as the world's first provider of vertically-integrated services operating on a cloud-based worldwide LAN." Mambuca added, "Cinnabar's product suite is going to sell, and US Metro will operate the underlying cloud network to support these products. Businesses and consumers will immediately take notice of the Cinnabar plan and strategy. It is the future of networking and computing."

Mambuca continues, "Through hard work and focused effort, US Metro's top line grew year over year by 87% with revenues topping two million dollars ($2,000,000) at the end of 2009 in a depressed economy. The combination of Cinnabar and US Metro takes things to a whole new level. During the last decade, I helped build Level 3's networks in many of the major markets across the globe. I have watched and taken part in many new developments in the industry, and I believe that the SaaS (Software as a Service) and NaaS (Network as a Service) is a potent combination. We are so convinced of this direction that we're investing a twenty five million dollar ($25,000,000) asset for eighteen million dollars ($18,000,000) in cash and stock."

From a local perspective, Mambuca states, "In addition, we are going to bring many new jobs to the southwest Florida corridor which will be higher paying technology positions that will bring new money to our local economy that needs it so desperately. We think this is a win-win for all involved."

Terms of the agreement stipulate that, in addition to Mambuca's leadership role, other senior executives from US Metro including Josh Lippert and Scott Tonarelli will play critical roles in Cinnabar's senior management data team.

In other related communications, on December 24, 2009, Cinnabar engaged Mr. Wade Stribling from Sutherland Asbill & Brennan,, as its primary corporate counsel. Mr. Stribling will be handling the legal duties as it relates to the US Metro transaction.

Elliot Berman of Berman & Company, P.A., in Boca Raton, Florida initiated the three year audit on US Metro for Cinnabar on Jan. 4, 2010.

About US Metropolitan Telecom, LLC:

US Metropolitan Telecom, LLC is a locally-owned telecommunications company, based in southwest Florida. US Metro built and operate its own state-of-the-art fiber-optic cable network. This fiber-optic network extends along every major thoroughfare in Collier County and Lee County in the state of Florida. US Metro continues to expand this fiber-optic network to support its growing customer base. Using this fiber-optic network, US Metro is a formidable competitor in providing voice, data, and internet communications services to the business community in the southwest Florida marketplace.

About Cinnabar Ventures, Inc.

Based in Fort Myers Florida, Cinnabar Ventures, Inc.,, is a new economy technology company that develops technologies and relationships for Web-OS systems in the cloud computing sector. Yippy OS,, the company's cloud-based operating system, is currently in beta.

Forward-Looking Statements

Pursuant to The Private Securities Litigation Reform Act of 1995: The statements in this press release that relate to the Company's expectations with regard to the future impact on the Company's results from new products in development are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to risks and uncertainties. Words such as "expects," "intends," "plans," "may," "could," "should," "anticipates," "likely," "believes" and words of similar import also identify forward-looking statements. Forward-looking statements are based on current facts and analyses and other information that are based on forecasts of future results, estimates of amounts not yet determined and assumptions of management. Readers are urged not to place undue reliance on the forward-looking statements, which speak only as of the date of this release since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. We assume no obligation to publicly update or revise any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this release, even if new information becomes available in the future. Additional information on risks and other factors that may affect the business and financial results of Cinnabar Ventures, Inc. can be found in the filings of Cinnabar Ventures, Inc. with the U.S. Securities and Exchange Commission.

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