VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 23, 2012) - Urban Select Exploration Inc. ("Urban Select") is pleased to announce that it has entered into an Amalgamation Agreement (the "Agreement"), with 0945081 B.C. Ltd., a wholly-owned subsidiary of Urban Select ("Acquisition Corp."), and ZYY Electronics Corp., a British Columbia corporation ("ZYY").
Terms of the Agreement
Upon the closing of the Agreement (the "Closing"), and at the effective time of the amalgamation, it is anticipated that Acquisition Corp. and ZYY will amalgamate to form a new company named "0945081 B.C. Ltd." ("Amalco"). Urban Select will acquire all of the issued and outstanding securities of ZYY from the shareholders of ZYY in exchange for the issuance of two point five (2.5) Urban Select shares for each one (1) ZYY share and each outstanding common share of Acquisition Corp. will be exchanged for one (1) share of Amalco (the "Transaction").
Conditions for Closing
The Agreement provides that the Closing is subject to several conditions including, among other things: (i) receipt of all regulatory approvals; (ii) requisite corporate approval of the various transactions contemplated by the Transaction from the directors and shareholders of Urban Select, Acquisition Corp. and ZYY, as applicable; and (iii) all applicable consents from third parties to the Transaction have been obtained.
Business of ZYY
Founded in 2011, ZYY is a private British Columbia company that designs software and works with consumer electronics original equipment manufacture's to bring sophisticated intelligent interactive desktop display devices to connect with a multitude of global users in home, institutions and office conference environments. ZYY's business is to create and manage digital products and services that encourage consumer participation and active engagement with media and entertainment content. These digital media products are designed to accommodate a variety of media and entertainment experiences, including but not limited to television, movies, games and music.
URBAN SELECT EXPLORATION INC.
Min Kuang, Chief Executive Officer
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