Mandalay Media, Inc. Enters Into Agreement and Plan of Merger For Merger with Twistbox Entertainment, Inc.
Mandalay Media, Inc. announced today that it has executed
an Agreement and Plan of Merger with Twistbox Entertainment, Inc.
Pursuant to the proposed merger, Twistbox will become a wholly-owned
subsidiary of MNDL, and the shareholders and other security holders of
Twistbox will receive shares of common stock in MNDL as provided in the
Agreement and Plan of Merger which will be filed as an exhibit to MNDL’s
Current Report on Form 8-K.
If the transaction is consummated, Twistbox will become MNDL’s
sole current operations and continue to operate as usual across its
subsidiaries and territories. Ian Aaron, who is currently Chief
Executive Officer of Twistbox, would be appointed to the Board of
Directors of MNDL and continue to serve as Chief Executive Officer of
Twistbox. Prior to joining Twistbox, Mr. Aaron served as the President
of the TV Guide Television Group.
The closing of the transaction is subject to certain conditions and
expected to occur in the first quarter of 2008. There can be no
assurance that the merger will be consummated or, if consummated, that
the businesses will be successfully integrated.
About Twistbox Entertainment, Inc.
Twistbox Entertainment, Inc. (www.twistbox.com),
based in Sherman Oaks, CA, is a global producer and publisher of mobile
content. Through exclusive licenses with industry leading brands and
direct distribution with over 100 operators in over 40 countries,
Twistbox provides an extensive portfolio of award-winning games, WAP
sites, and mobile TV channels worldwide.
About Mandalay Media, Inc.
Mandalay Media, Inc. is a development stage company. It intends to
complete an asset acquisition, merger, exchange of capital stock, or
other business combination with a domestic or foreign business.
Safe Harbor
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, about
MNDL. Forward-looking statements are statements that are not historical
facts. Such forward-looking statements, based upon the current beliefs
and expectations of MNDL's management, are subject to risks and
uncertainties, which could cause actual results to differ from the
forward-looking statements. The following factors, among others, could
cause actual results to differ from those set forth in the
forward-looking statements: failure of the merger to be completed;
general economic conditions; geopolitical events and regulatory changes;
requirements or changes adversely affecting the businesses in which
Twistbox is engaged; demand for the products and services that Twistbox
provides, as well as other relevant risks detailed in MNDL’s
filings with the Securities and Exchange Commission. The information set
forth herein should be read in light of such risks. MNDL assumes no
obligation to update the information contained in this press release.


