Sunken Treasure Hunter Merges Businesses

Underwater searchers for treasure, Blue Water Ventures International, Inc., combines with SmartPay Express, Inc.

As a result of these transactions, Blue Water Ventures will now be in the business of searching for and recovering historical cultural artifacts, intrinsically valuable cargo and treasure from shipwrecks, primarily in shallow water in the Caribbean and off the coasts of Florida, the business engaged in by Blue Water since 2005.

SmartPay Express, Inc.,has changed its name to Blue Water Ventures International, Inc. (the "Company") in anticipation of the exchange of 18,136,500 shares of its common stock for the assets of Blue Water Ventures International, Inc. ("Blue Water). 

The transaction, closed on June 15, 2012, and on the same day, in a separate and unrelated transaction, the Company also disposed of its smart card business in the People's Republic of China in exchange for the unrelated purchaser's assuming the Company's liabilities relating to that business.

Also as a result of these transactions, Blue Water now holds 18,136,500 shares of the Company's common stock, or approximately 93.3% of the Company's 19,428,666 issued and outstanding shares of common stock, which it anticipates distributing to its shareholders pro rata.

W. Keith Webb, the founder and President and Chief Executive Officer of Blue Water, was the beneficial owner of more than a majority of Blue Water's issued and outstanding shares of common stock and, after giving effect to the exchange of shares of the Company's common stock for Blue Water's assets, now is the beneficial owner of more than a majority of the Company's issued and outstanding shares of common stock.
 

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