Asgard Holdings, Inc., (Fka: Virtual Gaming Enterprises, Inc.) Executes Letter of Intent with Victory Capital Holdings Corp. to Acquire Unity Voice


ESCONDIDO, Calif., Aug. 16, 2004 (PRIMEZONE) -- Asgard Holdings, Inc., (Fka: Virtual Gaming Enterprises, Inc.) (Pink Sheets:VGME) announced today that it has executed a Letter of Intent with Victory Capital Holdings Corp (OTCBB:VTYC) to acquire Unity Voice.

Under the terms of this Letter of Intent, Asgard Holdings, Inc. shall acquire the specific Victory Capital Holdings Corp. asset Unity Voice, http://www.unityvoice.com, all technical contracts, real-time tracking software, all individual and corporate contracts and all marketing agreements. This cash and stock transaction has an estimated market value of $500,000.00. Additionally, this agreement calls for Victory Capital Holdings Corp. to receive 10% of the gross revenue derived by Asgard Holdings, Inc. specific to this acquisition for a term of 5 years plus gross commissions of 10% of all new subscribers originated by Victory Capital Holdings Corp. The proposed closing date for this transaction is on or before August 30, 2004 pending customary due diligence.

"Although classified as an acquisition, this partnership fits well with the business strategy of both companies. Victory Capital Holdings Corp. has gone to great lengths to design and implement a seamless virtual office product. We have taken the time to cultivate several lucrative marketing relationships which make for a successful business partnership and most importantly the potential for profitability of both companies," stated Virgil Williams, CEO of Asgard Holdings, Inc.

"Now that we have successfully developed and implemented a technology with a monthly residual income stream, the time is right to partner with Asgard Holdings Inc. and their newly established marketing relationships to bring this product to the masses. We will still be providing technical and marketing support, while pursuing additional opportunities we have targeted. We are confident that under the direction of Mr. Williams and his growing support staff, Unity Voice will not only be a success but a household name. This is exactly the type of transaction we had envisioned for our Company. We realize the upside revenue potential without incurring the expense and overhead in bringing the product to market," added Mr. Harold Gregg, CEO of Victory Capital Holdings Corp.

Mr. Williams stated in closing, "With our current audited assets of over $3,500,000 as reported on our last 10-Q and the immediate revenue stream we realize from this acquisition, we are excited that we are following our 12 month goal of graduating to a senior exchange. We know that the shareholders and the investment community alike are watching as the company continues to execute its business plan and are confident that with our shareholders continued support both such endeavors will prove successful. As I stated earlier, we will continue to provide updates as these very positive business matters unfold."

Certain statements contained herein are "forward-looking" statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements include, but are not limited to, those discussed in filings made by the Company with the Securities and Exchange Commission.


            

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