Waste Deep, Inc. Enters Into a Business Combination With Digerati Technologies, Inc.
SAN ANTONIO, TX, Nov 16, 2012 (MARKETWIRE via COMTEX) --
Digerati Technologies, Inc. (OTCBB: DTGI) (OTCQB: DTGI), an
established and award-winning provider of cloud communication
services, today announced that it has entered into a transaction in
anticipation of a definitive agreement for a business combination via
the acquisition of 100% of the outstanding capital stock of Waste
Deep, Inc. Waste Deep, Inc. is an oil field services company with an
initial focus in the Bakken Formation (the "Bakken"). The
stockholders of Waste Deep, Inc. will receive newly issued shares of
DTGI preferred stock, which will be convertible into DTGI Common
Stock shares. As part of the business combination, new officers and
directors will be appointed; Mr. John Howell as CEO and director.
The business combination will not impact Digerati's current
operations and customers. The Company will continue to provide cloud
communication services through its operating subsidiaries. As a
result of the transaction, Digerati will be positioned to provide its
cloud-based telephony services to the rapidly expanding Oil and Gas
industry, a lucrative vertical market for the Company.
Arthur L. Smith, outgoing Chief Executive Officer of Digerati
Technologies, Inc., stated, "The business combination with Waste
Deep, Inc. is a significant milestone for Digerati that is crucial to
the future success of the Company, for both our current shareholders
and customers. Waste Deep, Inc.'s current operational subsidiaries
have the revenue and earnings that will enhance our shareholders'
value. Our current management team will be able to focus on gaining
momentum in the marketplace through Digerati's existing operating
subsidiaries. Current management will retain control of the existing
operations within a new subsidiary named Shift8 Technologies, Inc.,
and will remain as such until the subsidiary's value makes financial
and operational sense to operate independently."
Incoming Chairman and CEO, John Howell, continued, "This business
combination provides what we believe to be an increased value for
current shareholders. Oil field services organizations in the Bakken
are experiencing growth rates that provide an excellent platform for
acquisitions that take advantage of the arbitrage between public and
private acquisition multiples. We look forward to adding other
accretive acquisitions in the future."
About Digerati Technologies, Inc.
Digerati is a three-time recipient of Deloitte and Touche's Fast 500
Award for recognition as one of the 500 fastest growing technology
companies in North America. Digerati Technologies, Inc. is meeting
the global needs of businesses seeking simple, flexible, and
cost-effective communication solutions. Digerati's cloud-based
services include a fully hosted IP/PBX, VoIP transport, SIP trunking,
data storage, and customized VoIP solutions for specialized
applications. Services are delivered with unparalleled reliability
and performance over Digerati's carrier-class global VoIP network,
which has been built over the course of a decade. For more
information visit www.digerati-inc.com.
About Waste Deep, Inc.
Waste Deep, Inc. is an acquisition company of oil field services
companies in the United States, with an initial focus in the Bakken
Formation (the "Bakken"). Initial acquisitions are Dishon Disposal,
Inc. and Hurley Enterprises, Inc., demonstrating the increase of
shareholder value through the acquisition of significant earnings.
The Bakken is one of the most important oil fields in the world
today. Initial acquisition targets are located in the heart of the
Bakken and are well positioned for strong growth, now and decades
into the future.
Dishon Disposal Inc. ("Dishon") is a waste disposal facility with a
25 year track record, focusing on solid and liquid wastes from oil
field and drilling processes. The solid waste is land filled into
specially prepared synthetic lined pits and the liquid waste is
treated with industry leading water treatment technology, which can
be applied across multiple industries outside of the oil field. The
company is well respected in the community.
Hurley Enterprises, Inc. ("Hurley") is also an oil field support
services company that functions as a drilling site service company,
with 98 service and rental lines of revenue. Hurley provides
everything from skid houses, telecommunication services, booster
booths, Porta-Potties, generators, potable water, and mess halls in
service to many of the major drilling contractors and oil majors in
the Bakken. Hurley has several sole source contracts with strategic
contractors in the Bakken that will provide large growth opportunity
within the next three (3) years.
The information in this news release includes certain forward-looking
statements that are based upon assumptions that in the future may
prove not to have been accurate and are subject to significant risks
and uncertainties, including statements related to the future
financial performance of the Company. Although the Company believes
that the expectations reflected in the forward-looking statements are
reasonable, it can give no assurance that such expectations or any of
its forward-looking statements will prove to be correct. Factors that
could cause results to differ include, but are not limited to,
successful execution of growth strategies, product development and
acceptance, the impact of competitive services and pricing, general
economic conditions, and other risks and uncertainties described in
the Company's periodic filings with the Securities and Exchange
The Eversull Group
(214) 469-2361 fax
SOURCE: Digerati Technologies, Inc.
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