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Nokia
Nokia Corporation will provide Digifonica's VoWiFi technology through the mutual brand JustCallME on converged, WiFi-enabled, Nokia mobile handsets.
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WD3Tel
Digifonica provides the Internet telephony network to this Pan-European telecommunications solutions provider that targets enterprise customers.
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Friday, October 26, 2007 PDF Print E-mail
 
Digifonica International Inc. Announces  Completion of Acqsition of Digifonica International Corp.
Burnaby, B.C., October 26, 2007 —Digifonica International Inc. ("Digifonica") (TSXV: DIL) is
pleased to announce the results of its previously announced offer to acquire the remaining issued
and outstanding Class A common shares ("DIC Shares") and common share purchase warrants
("DIC Warrants") of Digifonica International Corp. ("DIC"). Subject to the final approval of the TSX
Venture Exchange, Digifonica has successfully taken up and paid for an aggregate of 13,171,850
DIC Shares and 1,715,048 DIC Warrants by issuing one common share of Digifonica ("Digifonica
Share") for each DIC Share and one common share purchase warrant of Digifonica ("Digifonica
Warrant") for each DIC Warrant. The Digifonica Warrants were issued on substantially the same
terms and conditions (including exercise price and term) attached to the applicable DIC Warrants
tendered to the offer. Of the 13,171,850 Digifonica Shares issued in consideration for the DIC
Shares, 7,340,500 Digifonica Shares have been deposited into escrow pursuant to the terms of an
escrow agreement among Digifonica, Olympia Trust Company and the holders of such Digifonica
Shares. After completing the acquisition of such DIC Shares and DIC Warrants, Digifonica now
owns 96.9% of the outstanding DIC Warrants and 26,276,845 DIC Shares or approximately 99.5%
of the issued and outstanding DIC Shares.
 
Digifonica is also pleased to announce that, subject to the approval of the TSX Venture Exchange, it
has appointed Mr. Peter Legault to the Board of Directors. Mr. Legault, President of Legault
Investment Counsel, has over 30 years of investment industry experience specializing within the
communications sector where he has been involved in a number of high profile developments in the
Canadian Communications Industry. Mr. Legault was a Founder of First Choice Canadian
Communications Corp., Canada’s first National pay television provider (later sold to Astral
Communications). Mr. Legault was also a Founder of Canbras Communications, a cable television
provider in Brazil (later sold to Bell Canada International) and was an integral part in the start up of
GST Telecom a Canadian company competing in the CLEC business in the United States. Mr.
Legault has a B.A. in Economics from Queen’s University and an MBA from University of Toronto
(now the Rotman School of Business).
 
Digifonica further announces that it has accepted the resignation of the Chief Executive Officer,
Brent Connors. Digifonica has agreed, as part of his severance package, to grant Mr. Connors
200,000 options at an exercise price of CAD$2.25, all of which will vest immediately. Mr. Connors
has a period of 90 days in which to exercise these options. Digifonica has appointed Gavin McMillan
as Acting General Manager, fulfilling the roles and responsibilities of the CEO until such time as the
board of directors fills the vacancy created by Mr. Connors' resignation.

ABOUT DIGIFONICA

Digifonica is a leading, global provider of advanced next generatiion Internet tellephony, IMS, SMS,
Managed Content Delliivery and Mulltiimediia serviices and sollutiions that enablle partners to connect
consumers wiith every major fiixed, VoIP, Mobiille and Wiirelless carriier iin the worlld.

Digifonica’s advanced white-label managed delivery framework supports a multi-currency, multitiered
billing platform, enabling partners to deliver advanced next generation solutions in the
currency and rates and packages of their choice, while Digifonica’s patented-pending VoIP
framework and technologies ensure the highest possible quality of service (QoS) low cost
international calling rates and ability to support short code dialling such as 411, E911, 999 and 112
emergency services. Delivering solutions through value-added partnerships enables Digifonica to
focus resources on designing and building more advanced consumer-driven technologies, while
freeing our partners to focus on their expertise in marketing and selling solutions to consumers.
The Company currently delivers scalable, resilient Internet telephony solutions to clients worldwide,
through their network operations and data centres in Canada, US and Europe.

For further information, please contact:

Gavin M. McMillan
Acting General Manager
Digifonica International Inc.
Telephone: +1604 628 8929
Fax: +1(604) 4303591
Email: This e-mail address is being protected from spam bots, you need JavaScript enabled to view it

 

The TSX Venture Exchange Inc. has neither approved nor disapproved the contents of this press
release.

This news release contains forward-looking statements that involve risks and uncertainties. Such
forward-looking statements or information are based on a number of assumptions that may prove
to be incorrect. Although Digifonica believes that the expectations reflected in such forward-looking
statements are reasonable, undue reliance should not be placed on such forward-looking statements
because Digifonica cannot give assurance that such expectations will prove to be correct. Forwardlooking
statements or information are based on current expectations, estimates and projections that
involve a number of risks and uncertainties, which could cause actual results to differ materially
from those anticipated by Digifonica and described in the forward-looking statements or
information. The forward-looking statements or information contained in this news release are made
as of the date hereof and Digifonica does not undertake any obligation to update publicly or revise
any forward-looking statements or information, whether as a result of new information, future
events or otherwise, unless so required by applicable laws.
 
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