Andromeda Media Capital Corporation Limited

March 03, 2005 16:56 ET

Andromeda Announces Closing of Belcom Purchase



OTC Bulletin Board SYMBOL: ADMPF

MARCH 3, 2005 - 16:56 ET

Andromeda Announces Closing of Belcom Purchase

WELLAND, ONTARIO--(CCNMatthews - March 3, 2005) - Albert Iannantuono,
President & CEO of Andromeda Media Capital Corporation Limited
(OTCBB:ADMPF.PK) announced today that the company has completed its due
diligence and closed the purchase of Belcom Canada Inc., a private
network consulting and project management firm that specializes in
custom software development and network consulting/management. Belcom
will enable Andromeda and its eBusiness division,®
inc., to better meet client needs and expand the ecmSuite™ product

The Company made the announcement to purchase Belcom in April 2004 but
delayed the closing until the company and the board of directors had
completed its due diligence on the firm. Belcom brings a team of over 30
programmers, networking specialists and senior project managers. Dennis
Sherbakov, owner and majority shareholder of Belcom, has joined
Andromeda and ® inc. as the Vice President of
Technology. Mr. Sherbakov will oversee all aspects of client project
development and execution from a technology perspective.

Since the announcement of the acquisition, Mr. Sherbakov and Belcom have
been employed as contractors for the Company and have been involved in
several high profile projects.

"Belcom and Andromeda have worked closely together for the past year
while the purchase was being finalized and during this time the two
companies have created a powerful development team that will ensure the
ongoing success of e-commatrix," said Iannantuono. "The wealth of
knowledge and experience we have gained through Belcom has enabled us to
deliver on our promise of improved services to our clients."

Upon completion of its due diligence, the Company was successful in
renegotiating financial terms of the transaction and reports that it has
acquired all of the shares of Belcom Systems Canada Inc. and will
operate Belcom as a wholly owned subsidiary with effect from October 1,
2004. On February 18, 2005 Andromeda issued to the shareholders of
Belcom, a total of 750,000 common shares in the Company issued at
$0.4646 per share and has agreed to pay $150,000 over the next three
years, for a total purchase price of $502,200. As a result of this
transaction, the shareholders of Belcom will hold 16.22% of the issued
and outstanding common shares of Andromeda. Dennis Sherbakov, former
president of Belcom, now holds 10.81% of the issued and outstanding
common shares of Andromeda.

Andromeda, through its wholly owned subsidiary,® inc.,
is focused on providing breakthrough eBusiness and eCommerce proprietary
products and services. These products are introduced to market through
an international network of licensed partners as complimentary product
lines to their existing solutions, and under a progressive
revenue-sharing model.

Issued and outstanding capitalization as at February 28, 2004 -
4,623,434 common shares. No stock exchanges have reviewed or accepted
responsibility for the adequacy or accuracy of the content of this press

Certain statements contained herein constitute forward-looking
statements within the meaning of section 27A of the Securities Act of
1933 and 21E of the Exchange Act of 1934. Such statements include,
without limitation, statements regarding business and financing,
business trends, and future operating revenues and expenses. Statements
regarding the aforementioned are based on several assumptions and are
not to be considered fact. Although Andromeda Media Capital Corporation
Limited and® inc. believe that the statements are
reasonable, it can give no assurances that such expectation will prove
to be correct. Investors are cautioned that any forward-looking
statements made by Andromeda Media Capital Corporation Limited or® inc. contain no guarantee of future performance and
that actual results may differ materially from those set forth in the
forward-looking statements. For additional information see the reports
filed by the company in its securities filings with applicable
securities regulators (currently available at Unless
otherwise required by applicable securities laws, Andromeda disclaims
any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or


Contact Information

    Andromeda Media Capital Corporation Limited
    Andrea Robinson
    Investor Relations
    (905) 788-2863 ext. 222 or 1-800-367-0766
    (905) 732-3028 (FAX)
    Andromeda Media Capital Corporation Limited
    Albert Iannantuono
    (905) 788-2863 ext. 223 or 1-800-367-0766
    (905) 732-3028 (FAX)
    Andromeda Media Capital Corporation Limited
    517 Niagara Street, Welland, Ontario, L3C 1L7