Maxxcapp Corporation

Maxxcapp Corporation
Quantex Capital Corporation

Quantex Capital Corporation

May 25, 2006 13:32 ET

Maxxcapp and Quantex Plan Business Combination

ABBOTSFORD, BRITISH COLUMBIA--(CCNMatthews - May 25, 2006) - L. Evan Baergen, President and CEO of Maxxcapp Corporation (TSX VENTURE:MXP) and its 63% owned subsidiary Quantex Capital Corporation (PINK SHEETS:QCPC), announced today that Maxxcapp and Quantex have entered into negotiations to reorganize their businesses by undertaking a business combination. Maxxcapp and Quantex are looking for the optimum structure to provide for the recapitalization of their business and to enhance shareholder value. The business combination will be subject to the two companies settling on mutually beneficial terms as well as regulatory and shareholder approval.

"The reorganization of Maxxcapp and Quantex into one entity will simplify our structure. The shareholders of both organizations will benefit," Mr. Baergen said. "We expect that Quantex will continue to operate as a separate division, focusing on the power conversion industry, while Maxxcapp will explore new opportunities in diverse industries."

Maxxcapp also announced that, subject to TSX Venture Exchange approval, the Company will undertake a non-brokered private placement of up to 2,500,000 units for proceeds of up to $500,000. Each unit consists of one common share and one share purchase warrant at a price of $0.20 per unit. Each share purchase warrant will entitle the holder to purchase one common share at a price of $0.35 per share for the first year from the date of issue and at a price of $0.50 per share during the second year from the date of issue. Maxxcapp will use the proceeds to meet on-going working capital requirements and to fund the costs of its reorganization.

All common shares and share purchase warrants issued pursuant to the private placement will be subject to a four month hold period from the date of issuance. The Company may pay a finder's fee in accordance with TSX Venture Exchange Policies.

"We will also announce a further private placement by Maxxcapp in the near future to allow the intended purchase of Samlex Europe B.V. by Quantex to close. We are currently working out how this acquisition will fit into the reorganized entity," said Mr. Baergen.

Maxxcapp Corporation is a publicly held Canadian company that seeks to build its assets through the acquisition and development of companies in growth industries. With a management team of experienced entrepreneurs and corporate finance professionals, Maxxcapp is seeking to build value for its shareholders by increasing efficiencies and providing capital to expand product lines and services as well as entering new markets.

For additional information on Maxxcapp please visit the company's website

Quantex Capital Corporation is a publicly held US company focusing on the power conversion industry. Quantex owns 85% of Samlex America Inc., an established importer and distributor of power supply products. Samlex America has become known for delivering innovative product designs, strict quality control, and first-class after sales service at extremely competitive prices.

For additional information on Quantex please visit the company's website

This news release may contain forward-looking statements that are based on management's current expectations, which are subject to known and unknown uncertainties and risks. This could cause actual results to differ materially from those contemplated or implied by such forward-looking statements. Maxxcapp is under no obligation to update any forward-looking statements contained herein should material facts change due to new information, future events or otherwise.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

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