Wireless Devices Vendor TelePlus to Acquire Telizon in $12m Deal



Deal to Double the Size of TelePlus by Adding US$12M in Revenue and US$1.6M in EBITDA per Year

Acquisition to immediately increase revenues by USD$12 million (97%) versus 2004 preliminary numbers; Commercial and residential lines by 18,000 to 21,300; To allow TelePlus to leapfrog its business plan by more than 18 months

-/26 Jan, 2005 - Wi-Fi Technology News/- TelePlus Enterprises, Inc. (OTCBB: TLPE), which owns and operates 39 TelePlus-branded stores in major shopping malls selling a variety of wireless and portable communication devices, is pleased to announce today that it has signed a Definitive Agreement (SPA) for the acquisition of 100% of the shares of Telizon Inc., a reseller of landline and long distance services as well as an Internet service provider.

Following the closing of the transaction, Telizon will be rolled into TelePlus Connect Corp. ("TelePlus Connect") thereby bringing TelePlus Connect's annual revenues to $14.5M and EBITDA to $1.9M.

AHEAD OF SCHEDULE

TelePlus' 2005 business plan set a goal for the company to reach $21M in revenue and $600K in EBITDA for fiscal 2005. The acquisition of Telizon, once completed, would accelerate the Company's business plan by 18 months, increasing TelePlus' revenue run rate to $30M annually and yield yearly EBITDA earnings well in excess of $1M. Upon closing, this transaction will be accretive to the Company's earnings per share.

Telizon currently provides local and long distance services to over 18,000 commercial and residential line users in Ontario, Canada. The transaction with Telizon is set to close no later than 150 days from this release and is subject to TelePlus obtaining financing which discussions are currently underway. The transaction, structured as a cash deal, calls for TelePlus to pay $7.2M to the shareholders of Telizon in exchange for 100% of Telizon's shares.

"We are delighted at the Telizon opportunity," stated TelePlus CEO Marius Silvasan. "The acquisition of Telizon falls right in line with our business model and fits perfectly within TelePlus Connect's strategy. The acquisition of Telizon, once completed, will provide us with immediate benefits. First, it will provide us with an 18-month lead on our original forecast increasing our revenues to $30M. Second, it will immediately increase our EBITDA by $1.6M, bringing our Company to profitability sooner than anticipated. Lastly, once the integration is completed, synergies will be created with our other subsidiaries as they will utilize Telizon's billing and customer service centre," added Silvasan

"Through this acquisition, both Telizon and TelePlus customers will continue to receive a high level of customer satisfaction and service," said Telizon's President, Tom Davis. "We look forward to working with TelePlus and anticipate a successful conclusion of the transaction and subsequent integration to the TelePlus family," added Davis.

(1USD = 1.25CDN)

This press release is available on the company's official online investor relations site for investor commentary, feedback and questions. Investors are asked to visit http://www.agoracom.com and view the TelePlus Investor Relations Hub. Alternatively, investors are asked to e-mail all questions and correspondence to TLPE@agoracom.com where they can also request addition to the TelePlus investor e-mail list to receive all future press releases and updates directly.

About TelePlus http://www.teleplus.ca

TelePlus Enterprises, Inc. ("TelePlus") through a subsidiary owns and operates 39 TelePlus branded stores in major shopping malls selling a variety of wireless and portable communication devices. The company's product lines include wireless handsets and services from major Canadian carriers, international phones, satellites, home phones and other mobile electronic devices including an exclusive line of international GSM world phones. TelePlus through a U.S. wholly owned subsidiary, TelePlus Wireless Corp., operates a virtual wireless network selling its branded wireless products to distributors in select U.S. cities.

About Telizon Inc.

Telizon Inc, headquartered in Ontario, Canada, is a reseller of landline and long distance services as well as Internet service provider. Telizon currently services over 18,000 commercial and residential lines in the Ontario area.


SOURCE: TelePlus Entreprises, Inc.

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