TeluPay PLC signed a letter of agreement to acquire i-Level Media Group, Inc. (OTCPK:ILVL) in a reverse merger transaction on July 9, 2012.TeluPay PLC entered into a definitive merger agreement to acquire i-Level Media Group, Inc. (OTCPK:ILVL) in a reverse merger transaction on December 13, 2012. Under the terms of agreement, Telupay's stockholders will receive 1.2 shares of i-Level common stock for every one share of Telupay common stock. With 48.82 million shares of Telupay common stock outstanding, it is anticipated that approximately 58.58 million shares of i-Level common stock will be issued to the Telupay stockholders upon completion of the merger, representing approximately 77% of the issued and outstanding common stock of i-Level. The exchange ratio is subject to reduction by the shares of Telupay common stock held by those stockholders, if any, who elect to exercise dissent rights under Jersey, Channel Islands law. The exchange ratio also may be adjusted by good faith negotiation between the parties, if required, having regard to the results of the due diligence investigation of either party's business or affairs by the other party.

i-Level's present Chief Executive Officer, Francis Chiew, shall tender back to the treasury or i-Level for cancellation an aggregate of 47 million restricted common shares of i-Level from his present holdings. Post acquisition, i-Level's name will change to Telupay International Inc and Board of Directors of i-Level will appoint an aggregate of up to five Directors to be comprised of nominees to be put forward by Telupay and/or the Telupay shareholders, Francis Chie, the current sole Officer and Director of i-Level will resign as an Officer and Director of i-Level, and the newly appointed Board of Directors shall appoint such Executive Officers of i-Level. The merger is subject to various conditions, including: Board of Directors' recommendation to i- Level's shareholders, the approval of at least 66 2/3% stockholders of Teluplay at the shareholder meeting, shareholder approval of i-Level Media Group, due diligence investigation and should be completed on March 31, 2013. TranShare Corporation acted as transfer agent to i-Level, McMillan LLP acted as legal advisor to i-Level and Collas Crill acted as legal adviser to Telupay.

TeluPay PLC entered into a definitive merger agreement to acquire i-Level Media Group, Inc. (OTCPK:ILVL) in stock in a reverse merger transaction on August 8, 2013. Under the revised terms of agreement, Telupay's stockholders will receive 1.2 shares of i-Level common stock for every one share of Telupay common stock. With 65.2 million shares of Telupay common stock outstanding, it is anticipated that approximately 78.2 million shares of i-Level common stock will be issued to the Telupay stockholders upon completion of the merger, representing approximately 73% of the issued and outstanding common stock of i-Level. The exchange ratio is subject to reduction by the shares of Telupay common stock held by those stockholders, if any, who elect to exercise dissent rights under Jersey, Channel Islands law. The exchange ratio also may be adjusted by good faith negotiation between the parties, if required, having regard to the results of the due diligence investigation of either party's business or affairs by the other party. The approval of the stockholders of Telupay has been obtained.

At closing the Board of Directors of I-Level will appoint an aggregate of up to six Directors to be comprised of nominees to be put forward by Telupay and/or the Telupay Shareholders, Francis Chiew , the current sole Officer and Director of I-Level will resign as an officer and director of I-Level and the newly appointed board of directors shall appoint such executive officers of I-Level. The transaction is subject to the approval of at least 66 2/3% stockholders of Telupay at the shareholder meeting, completion within 30 days by each party, to its satisfaction, of due diligence investigation of the other party's business, the number of holders of Telupay common stock exercising dissent rights available to them under Jersey, Channel Islands law shall not exceed 15% of the total issued and outstanding shares of Telupay common stock, and other customary conditions.


TeluPay PLC completed the acquisition of i-Level Media Group, Inc. (OTCPK:ILVL) in a reverse merger transaction on September 24, 2013.