Science & Technology
Science and Technology
Science and Technology
Tue, January 6, 2009 The Children?s Internet Announces Its Intent to File a Petition With the U.S. District Court
GOLD RIVER, Calif.--([ BUSINESS WIRE ])--The Children's Internet, Inc. (OTCBB:CITC) announced today that on December 29, 2008, its Board of Directors by Unanimous Written Consent voted to approve the filing of a petition (the "Petition") to the Honorable Judge Claudia Wilken, the U.S. District Court, Northern District of California, Oakland Division (the "Court"), in regards to Case Number C-06-6003-CW. The Petition will ask the Court to allow The Children's Internet, Inc. ("TCI") to transfer all 14,040,988 shares of TCI stock owned by Shadrack Films, Inc. (the "Shares") to TCI, so that TCI can then return the Shares to its treasury as if never issued.
Final Judgment as to Defendant Sholeh Hamedani
On October 23, 2008, the Court signed its Final Judgment as to Defendant Sholeh Hamedani ("Defendant SHamedani") ordering in part that Defendant SHamedani disgorge all her 14,040,988 Shares, which she owned and controlled through Shadrack Films, Inc., "by depositing the Shares into a brokerage or escrow account as determined by TCI's Board of Directors." On December 30, 2008, TCI opened a brokerage account with Charles Schwab (the "Account") and notified Defendant SHamedani that pursuant to the Final Judgment, she must deposit the Shares into the Account within 10 business days from December 30, 2008.
Final Judgment as to Defendant TCI
On October 23, 2008, the Court signed its Final Judgment as to TCI ordering TCI to open the Account so that "TCI's Board of Directors and remaining shareholders may determine how to dispose of the [S]hares, but must seek the Court's approval of any disposition (including the selling, transferring, borrowing against or diluting of such shares)." Pursuant to the Court's order, TCI's Board of Directors voted by Unanimous Written Consent to dispose of the Shares by transferring the Shares from Shadrack Films, Inc. to TCI so that TCI can then return the Shares to its treasury as if never issued (the "transfer"). Pursuant to the Unanimous Written Consent and as required by the Court order, TCI's Board of Directors also voted to have the Petition filed with the Court seeking the Court's approval of the Transfer of the Shares.
Annual Shareholder Meeting
Pursuant to its Unanimous Written Consent and the Court order, TCI's Board of Directors also voted to require that the actions approving the Transfer of Shares and the filing of the Petition be ratified by TCI's shareholders at TCI's annual shareholder meeting (the "Annual Shareholder Meeting"). The Annual Shareholder Meeting is expected to be held the fourth week of January, 2009, at TCI's corporate headquarters in Gold River, California.
Regarding the Transfer of Shares, Richard J. Lewis III, Acting CEO of TCI stated that "The transfer of 14 plus million Shadrack shares to TCI so that TCI can return those shares to its treasury creates a win-win situation for TCI and its shareholders on several fronts. First, the transfer reduces TCI's outstanding shares from 33.37 million to 19.37 million; or, in other words, it raises TCI's market cap valuation by over 40%. That is a huge valuation increase. Second, the reduced outstanding share base and increased market cap valuation significantly enhances TCI's ability to raise additional operating capital, while at the same time augments TCI's corporate structure during its ongoing merger negotiations with The Children's Internet Holding Company, LLC."
Addressing filing of the Petition, Mr. Lewis stated, "The filing of the Petition is simply TCI following the approval procedure process for the disposal of the Shadrack Shares as set forth in the Court's Final Judgment. We look forward to the Court's approval."
About The Children's Internet, Inc.:
The Children's Internet, Inc., [ http://www.thechildrensinternetinc.com ] is the exclusive marketer and distributor of The Children's Internet® membership based service created just for kids. The Children's Internet is the most comprehensive, secure Internet service and "educational super portal" for children, pre-school to junior high.
Forward-Looking Statements:
This press release may be deemed to contain "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995.
