Ubiquity Broadcasting Corporation Executes Agreement and Plan of Merger
IRVINE, Ca. -- March 6, 2013
Ubiquity Broadcasting Corporation (the “Company”) f/k/a Fermo Group, Inc.
(OTCQB: FRMG), today announced that it has entered into an Agreement and Plan
of Merger with Ubiquity Acquisition Corporation, a Nevada corporation and
wholly-owned subsidiary of the Company (“Ubiquity Acquisition”), and Ubiquity
Broadcasting Corporation, a Delaware corporation (“Ubiquity”).
The Company’s Board of Directors and shareholders have unanimously approved
the merger agreement with Ubiquity.
Christopher Carmichael, the Company’s Chief Executive Officer, said, “The
merger will provide Ubiquity with the resources to execute key goals of its
business plan and enable us to be more effective in the marketplace and
efficiently build shareholder value.”
Pursuant to the terms of the Merger Agreement, Ubiquity Acquisition will merge
with and into Ubiquity, resulting in Ubiquity surviving as a wholly-owned
subsidiary of the Company upon satisfaction of certain conditions. As a result
of the merger, our business will focus on the intersection of cloud-based
cross platform applications synchronized across all screens for enhancing the
The Closing of the Merger is conditioned upon the Company’s receipt of an
audit report of Ubiquity with respect to its two most recently completed
fiscal years from an independent accounting firm that is registered with the
Public Company Accounting Oversight Board as well as other closing conditions
set forth in the Merger Agreement.
About Ubiquity Broadcasting Company
Ubiquity Corporation (CUSIP 31502X105) is a multimedia company focused on the
intersection of cloud based cross platform applications synchronized across
all screens for enhancing the digital lifestyle. With its corporate office in
Irvine, CA, and its own studio operations, Ubiquity is developing ubiquitous
digital applications and digital content in connection with its intellectual
property. Ubiquity’s technology is seamless, simplistic, and extremely
FORWARD LOOKING STATEMENTS
Certain matters discussed within this press release are forward-looking
statements. Although the Company believes the expectations reflected in such
forward-looking statements are based on reasonable assumptions, it can give no
assurance that its expectations will be attained. The Company does not
undertake any duty to update any statements contained herein (including any
forward-looking statements), except as required by law. Factors that could
cause actual results to differ materially from expectations include general
industry considerations, regulatory changes, changes in local or national
economic conditions and other risks detailed from time to time in The
Company’s reports filed with the SEC, including quarterly reports on Form
10-Q, reports on Form 8-K and annual reports on Form 10-K.
Marty Appel Public Relations
PH: 212 245-1772
FAX: 877 298-1932
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