VANCOUVER, Dec. 18, 2018 /CNW/ - Good Life Networks
Inc. ("GLN", or the "Company") (TSXV: GOOD) (FSE:
4G5), a programmatic advertising technology company, announced
today that is has closed the acquisition of Impression X, Inc.
("Impression X"), a leading connected television
("CTV") advertising technology company. Under the terms
defined by the definitive agreement (the "Definitive
Agreement"), GLN has acquired all of the issued and outstanding
shares (the "Purchased Shares") of Impression X for an
aggregate purchase price of up to USD $4,500,000.
"This acquisition gives us more revenue horsepower during the
biggest quarter of the year in the advertising industry and a great
start to 2019" said Jesse Dylan, CEO of GLN. "GLN and Impression X
are highly complementary businesses, and we are pleased to
capitalize on this unique opportunity to create a larger, more
diversified and successful company."
Under the terms of the Definitive Agreement, consideration for
the Purchased Shares consists of the following:
a) USD $500,000 in cash, payable
to the shareholders of Impression X (the "Vendors");
b) USD $400,000 in common
share purchase warrants of the Company ("Warrants"), payable
to the Vendors at closing, based upon the greater of: (i) the
10-day volume weighted average trading price of the Company's
common shares on the TSX Venture Exchange ("TSX-V")
immediately prior to the date of issuance; and (ii) the lowest
price permitted by the policies of the TSX-V;
c) a performance earn-out of up to USD $1,000,000 in cash based on agreed-upon
milestones; and
d) a performance earn-out of up to USD $2,600,000 in Warrants based upon the greater of:
(i) the 10-day volume weighted average trading price of the
Company's common shares on the TSX-V immediately prior to the date
of issuance; and (ii) the lowest price permitted by the policies of
the TSX-V.
In partial satisfaction of the purchase price, the Company
issued an aggregate of 2,914,622 Warrants to the Vendors at closing
exercisable to purchase common shares of the Company at a price of
C$0.1836 per share for a period of
five years from the closing date.
"The combination of Impression X expertise and relationships in
CTV backed by GLN's technology and world class team will allow us
to capture an even larger portion of the $31
billion-dollar industry," stated Impression X CEO
Matt Hopkins.
The IAB (Interactive Advertising Bureau) Changing TV Experience
report indicates that 56% of consumer TVs are now IP connected. The
IAB anticipates CTV ad revenues are projected to hit $31.5 billion in 2018, up 275 percent from
$8.4 billion in 2015.
The GLN Story
GLN is a patent pending machine learning programmatic video
advertising technology company that does not collect PII (Personal
Identifiable Information). GLN serves millions of online
video ads daily 3 times faster than IAB (Interactive Advertising
Bureau) standards through multiple server to server integrations
with both publishers and advertisers. GLN is headquartered in
Vancouver, Canada with offices in
the US and UK.
Digital ad revenue rose by 16.8%, more than double TV's in
January of 2018 according to Forbes Magazine.
GLN trades on the TSX Venture Exchange under the stock symbol
"GOOD" and The Frankfurt Stock Exchange under the stock symbol
4G5.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Forward Looking Statements:
Forward-looking statements relate to future events or future
performance and reflect the expectations or beliefs regarding
future events of management of GLN. This information and these
statements, referred to herein as "forward‐looking statements", are
not historical facts, are made as of the date of this news release
and include without limitation, statements regarding discussions of
future plans, estimates and forecasts and statements as to
management's expectations and intentions with respect to the
Company's acquisition of Impression X. These statements generally
can be identified by use of forward-looking words such as "may",
"will", "expect", "estimate", "anticipate", "intends", "believe" or
"continue" or the negative thereof or similar variations. These
forward‐looking statements involve numerous risks and uncertainties
and actual results might differ materially from results suggested
in any forward-looking statements. Important factors that may cause
actual results to vary include without limitation, risks relating
to the acquisition of Impression X, GLN maintaining its
projected growth and general economic conditions or conditions in
the financial markets. In making the forward‐looking statements in
this news release, the Company has applied several material
assumptions, including without limitation that the assimilation of
Impression X will generate the anticipated revenue and expand GLN's
global reach per management's expectations. GLN does not assume any
obligation to update the forward-looking statements, or to update
the reasons why actual results could differ from those reflected in
the forward looking-statements, unless and until required by
applicable securities laws. Additional information identifying
risks and uncertainties is contained in GLN's filings with the
Canadian securities regulators, which filings are available
at www.sedar.com.
SOURCE Good Life Networks Inc.