Business Services Industry

Surge Components and MailEncrypt.com Sign Definitive Merger Agreement

Business Wire, Feb 18, 2000

Business Editors

DEER PARK, N.Y.--(BUSINESS WIRE)--February 18, 2000

Effective Wednesday, February 23, 2000 Surge Components, Inc.

will do business as Superus Holdings

Effective Wednesday February 23, 2000 Surge Components, Inc.

common stock will trade under the NASDAQ symbols SPRS and the common

stock purchase warrants shall trade under the NASDAQ symbol SPRSW

Surge Components, Inc. (NASDAQ: SRGE, SRGEW; BSE: SRG) announced today that it has signed a Definitive Merger Agreement with MailEncrypt.com, Inc., a privately held corporation located in Los Angeles, California. MailEncrypt.com, Inc (which will change its name to MailEncrypt, Inc.). shall operate as a wholly owned subsidiary of the parent corporation, Surge Components, Inc. (&uot;Surge&uot;).

Surge Components, Inc. effective February 23, 2000 shall do business as Superus Holdings; and its Common Stock and Common Stock Purchase Warrants shall trade under the NASDAQ symbols of SPRS and SPRSW, respectively. The public holding company of Surge Components, Inc. shall permanently change its name to Superus Holdings, Inc. and Surge's electronic components business (which shall continue to operate as Surge Components and Challenger), Global Datatel and MailEncrypt shall all become wholly owned operating subsidiaries of Superus upon shareholder approval. Ira Levy, president of Surge Components, Inc., made the announcement and Equilink, LLC acted as the investment banker on the transactions.

Superus Holdings, Inc. will endeavor to operate and acquire predominately business-to-business e-commerce companies with a particular emphasis on Latin America and other emerging Internet economies.

MailEncrypt.com, Inc., (http://www.mailencrypt.com) is a leading business-to-business, web-based provider of encrypted e-mail solutions. Due to the rapid world-wide proliferation of e-mail, it is the Company's belief that the encrypted e-mail will become commonplace for government agencies, financial institutions, health care organizations, insurance/law/accounting firms, e-commerce and individuals alike.

Surge Components, Inc. is a supplier of high quality electronic components. Its product mix includes a large selection of high-performance discrete semiconductors, capacitors and discrete components. Its factories are ISO 9000 quality certified. Surge sells directly to manufacturers of such products as computer modems, video boards, power supplies, audio and many others.

Surge Components, Inc. announced the purchase of all assets of Global Datatel, Inc. (OTCBB: GDIS), including Global Datatel de Colombia and e-Hola.com. in December 1999. Global Datatel, Inc. is a Latin American leader in medium to large web/system integration projects. A First Tier IBM Business Partner, Global integrates hardware, software and highly scaleable web-based solutions. E-Hola.com is a wholly-owned subsidiary of Global Datatel, Inc. that offers consumer-based Internet services as well as commercial web integration throughout the Americas. BroadVision, Inc. (NASDAQ: BVSN) announced on February 16, 2000 a partnership with e-Hola.com for the Latin American markets. E-Hola.com's ISP and portal service is offered in English, Spanish and Portuguese in over 350 cities.

Terms of the MailEncrypt Acquisition

Surge Components, Inc. will issue 1,821,400 Class B Common Shares upon shareholder approval in exchange for all the issued and outstanding shares of MailEncrypt.com, Inc. The closing is subject to shareholder approval of the MailEncrypt.com acquisition and is subject to termination by MailEncrypt.com, Inc if shareholder approval is not also obtained by Surge's shareholders and Global Datatel's shareholders for the asset purchase of Global Datatel, Inc.

This press release contains forward-looking statements regarding Surge's, MailEncrypt's and Global Datatel's business strategies and future plans of operations. Forward-looking statements involve known and unknown risks and uncertainties. The Companies' risks and uncertainties include, their ability to complete the merger and acquisition, the combined entities' abilities to work together and grow the companies, periodic downturns in their industries, dependence on the Internet, timely acceptance of new products and intense price competition in their industries. These and other important factors, including those mentioned in various filings with the Securities and Exchange Commission made periodically by the Companies (available at www.sec.gov.), may cause the actual results and performance to differ materially from the future results expressed in or implied by such forward-looking statements. The forward-looking statements contained in this press release speak only as of the date hereof and the Companies disclaim any obligation to provide public updates, revisions or amendments to any forward-looking statements made herein to reflect changes in the Companies' expectations or future events.

COPYRIGHT 2000 Business Wire
COPYRIGHT 2008 Gale, Cengage Learning
 

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