VANCOUVER, Nov. 26, 2012 /PRNewswire/ – On4 Communications, Inc. (“On4”) (OTCQB: ONCI) would like to update the shareholders of On4 and NetCents Systems Ltd.
(“NetCents”) on the Share Exchange Agreement previously signed between
the two companies.

To date the following events have transpired:

On November 9, 2011, a Binding Letter of Intent (“LOI”) was signed
between On4 and NetCents. The purpose of the LOI was to set the
groundwork for a share exchange whereby On4 would acquire all the
outstanding shares of NetCents. Shortly after the LOI was signed,
NetCents appointed a new management team for On4.

On December 15, 2011, On4 entered into a definitive Share Exchange
Agreement to acquire 100% of the issued and outstanding shares of
NetCents. The Agreement obligates both companies to complete the share
exchange transaction, subject to certain conditions, with the result
being that NetCents will become a wholly owned subsidiary of On4 at the
closing of a formal agreement.

On August 28, 2012, in anticipation of the closing of the Share Exchange
Agreement, On4 and NetCents combined head offices to improve efficiency
and cut costs. The head offices for both companies are now located at
1188 West Pender Street, Vancouver, British Columbia, Canada.

On September 4, 2012, On4 and NetCents completed their pre-condition due
diligence and agreed to moving forward with the closing of the
previously signed Share Exchange Agreement.

The management teams of On4 and NetCents are continuing to work
diligently to close the transaction in as timely a manner as possible.
“The entire process has certainly taken longer the we anticipated,”
stated Clayton Moore, President & CEO of On4. “The amount of auditing
and legal work was much more than we expected but we are now very close
to the end and are looking forward to completing the transaction” Mr.
Moore continued. It is anticipated that the transaction will close
before the end of 2012.

About On4
On4 Communications, Inc. is a development stage company focused on
wireless and online payment technologies. On4 is actively looking for
acquisitions and merger opportunities within these industries. On4 has identified NetCents Systems Ltd., (www.net-cents.com), a technology company that is on the verge of establishing itself as a
global contender in the online payment industry. On4 has a signed
agreement in place with NetCents and will be facilitating the global
rollout of the NetCents platform. On December 15, 2011 On4 entered into
a definitive Share Exchange Agreement with NetCents Systems Ltd.
(“NetCents”) where at closing On4 will acquire 100% of the issued and
outstanding shares of NetCents and NetCents will become a wholly owned
subsidiary of On4. The Company is a Development Stage Company, as
defined by Financial Accounting Standards Board (“FASB”) Accounting
Standards Codification (“ASC”) 915, Development Stage Entities, and has not yet generated significant revenues from their intended
business activities.

About NetCents
NetCents is an integrated, international financial transaction hub that
delivers a 100% secure, self-administered and anonymous payment system
developed for the purpose of making safe online purchases and money
transfers.

The NetCents technology is simple, innovative and works in harmony with
existing banking platforms. Triggered by a valid email address, it
provides a real-time, two-way flow of funds over the web while
protecting users from identity theft or credit card fraud and can
significantly reduce transaction costs for Merchants and consumers.

NetCents provides the merchant with the means to connect with all
consumers whether or not they hold direct access to a credit card.
This payment option for consumers and merchants provides peace-of-mind
with no fear of identity theft or credit card fraud.

Forward-Looking Statements
Except for the historical information contained herein, the matters
discussed in this press release are forward-looking statements. Actual
results may differ materially from those described in forward-looking
statements and are subject to risks and uncertainties. See ON4’s
filings with the United States Securities and Exchange Commission which
may identify specific factors that may cause actual results or events
to differ materially from those described in the forward-looking
statements.

SOURCE On4 Communications, Inc.