Corporate Update - Synchronica acquires remaining interest in iseemedia through an amalgamation
08 January 2011 - 12:55AM
PR Newswire (Canada)
TORONTO, Jan. 7 /CNW/ -- TORONTO, Jan. 7 /CNW/ - iseemedia Inc.
("iseemedia" or the "Company" - TSX-V: IEE) announced today that
further to its announcement of( )December 30, 2010 and
following approval by the TSX Venture Exchange on January 5, 2011,
Synchronica plc ("Synchronica") (AIM:SYNC; TSX VENTURE:SYN) the
international provider of push email, instant messaging and social
networking services, has acquired the remaining interest in
iseemedia by way of an amalgamation (the "Amalgamation"), such that
iseemedia is now a wholly-owned subsidiary of the Company. The
Amalgamation of iseemedia with Synchronica Canada Inc. (a wholly
owned subsidiary of the Synchronica) is effective under the Canada
Business Corporations Act on January 6, 2011. As none of the
shareholders of iseemedia has exercised dissent rights with respect
to the Amalgamation, on the effective date of the Amalgamation each
issued and outstanding iseemedia share (other than those held by
dissenting shareholders of iseemedia or Synchronica Canada Inc.)
was converted into 0.2687 of a share of the Company. iseemedia
shareholders are requested to return their iseemedia common share
certificates to Computershare Investor Services Inc., together with
the Letter of Transmittal enclosed with the management proxy
circular of iseemedia dated November 25, 2010, or contact their
broker directly, to receive their new share certificates of
Synchronica. The detailed instructions for the surrender of
share certificates and the address of Computershare Investor
Services Inc. are set out in the Letter of Transmittal.
iseemedia shareholders are also advised that no fractional shares
of Synchronica will be issued in connection with the Amalgamation.
About iseemedia Inc iseemedia Inc. is a mobile software company
focused on the commercialization of a Service Delivery Platform
(iseemail ™) for delivering push Email services to the mass market
and an advanced Content Delivery Platform (iseedocs ™) for rich
media adaptation and extremely cost-efficient network delivery to
mobile devices. The Company maintains a broad portfolio of issued
and pending patents that cover content authoring, streaming and
interactive viewing on mobile devices. iseemedia was founded in
March 2002 and has been traded on the TSXV in Toronto since June
2005. For more information, please visit: www.iseemedia.com.
Forward-Looking Statements: This news release includes certain
forward-looking statements that are based upon current
expectations, which involve risks and uncertainties associated with
Synchronica's business and the environment in which those
businesses operate. Any statements contained herein that are not
statements of historical facts may be deemed to be forward-looking,
including those identified by the expressions "anticipate",
"believe", "plan", "estimate", "expect", "intend", and similar
expressions to the extent they relate to either Synchronica or its
management. The forward-looking statements are not historical
facts, but reflect Synchronica's current expectations regarding
future results or events. These forward-looking statements are
subject to a number of risks and uncertainties that could cause
actual results or events to differ materially from current
expectations, including the matters discussed in Section 8 (under
the heading "Risk Factors Related to the Offer") of the Circular
contained in the take-over bid circular dated July 22, 2010 filed
with respect to the Bid at www.sedar.com, as amended pursuant to
related notices filed at www.sedar.com. Synchronica assumes
no 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. Neither 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. No stock exchange, securities commission or
other regulatory authority has approved or disapproved the
information contained herein. To view this news release in HTML
formatting, please use the following URL:
http://www.newswire.ca/en/releases/archive/January2011/07/c9117.html
table border="0"trtdbiseemedia Inc./bb /bb /bbr//td td
valign="top" align="left"bDavid Berman, CFO/bbr//td
tdb905-761-5293/bbr//td/tr trtd /td td valign="top"
align="left"a
href="mailto:Davidb@iseemedia.com"Davidb@iseemedia.com/a/td tdbr/
br//td/tr/table
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