/NOT FOR RELEASE OR DISTRIBUTION IN
THE UNITED STATES OR FOR
DISSEMINATION TO U.S NEWS WIRE SERVICES/
OTTAWA, ON, Sept. 24, 2021 /CNW/ - Intouch Insight Ltd.,
(Intouch or the Company) (TSXV: INX) (OTCQX: INXSF) today announces
it has entered into a definitive agreement (the Acquisition) to
acquire Mystery Researchers, LLC dba SeeLevel HX (SeeLevel),
subject to TSX Venture acceptance. SeeLevel is a US customer
experience measurement company who has provided services across the
US since 2008. The letter of intent was signed on
May 12, 2021 and the targeted closing
date is October 1, 2021.
"We are very pleased to be acquiring such a respected company in
the industry. From the first meeting with their CEO in early
2020 it was clear that SeeLevel would be a great fit.
SeeLevel has a fantastic client base and a strong culture and
commitment to execution and client satisfaction like that of
Intouch," said Cameron Watt,
President & Chief Executive Officer of the Company.
SeeLevel had calendar 2019 annual recurring revenues of
US$5,048,485, gross margin of 39%,
compared to Intouch historical margins of 52%, and the transaction
is arm's length from Intouch. The purchase price for the
Acquisition is a combination of cash and Intouch shares. The
purchase price is US$2,725,000 in
cash of which, US$1,600,000 is
payable at closing and US$1,125,000
is payable over the next two years based on achievement of revenue
targets. The share component is the issuance of 1,500,000 Intouch
common shares. The common shares issued will have a statutory
hold period of four months and one day from the date of
issuance. Intouch plans to finance the Acquisition with
a five-year term bank loan for US$1,600,000, and from its existing cash
resources. No finder's fees are payable by Intouch. Upon
closing, Lisa van Kesteren, the
Founder & CEO of SeeLevel is expected to join Intouch as its
Chief Experience Officer.
"This Acquisition is in line with our overall growth strategy
and will add velocity to our recovery from the pandemic. We
will acquire additional revenue and cash flow that may be invested
in our products and services, and a customer base to whom we will
be able to sell additional products and services including our SaaS
offerings. I am also very pleased with the additional
industry knowledge and experience that we are adding through this
Acquisition," said Watt.
The offered securities will not be registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities
Act") and may not be offered or sold within the United States or to or for the account or
benefit of U.S. persons, except in certain transactions exempt from
the registration requirements of the U.S. Securities Act.
This press release does not constitute an offer to sell, or the
solicitation of an offer to buy, securities of Intouch in
the United States.
About Intouch Insight
Intouch Insight offers a
complete portfolio of customer experience management (CEM) products
and services that help global brands delight their customers,
strengthen brand reputation and improve financial performance.
Through its flagship SaaS product, LiaCX®, Intouch helps clients
collect and centralize data from multiple customer touch points,
gives them actionable, real-time insights, and provides them with
the tools to continuously improve customer experience. Founded in
1992, Intouch is trusted by over 300 of North America's most-loved brands for their
customer experience management, customer survey, mystery shopping,
mobile forms, operational and compliance audits, and event
marketing automation solutions. For more information, visit
intouchinsight.com.
Certain statements included in this news release contain
forward looking statements that are made of the date hereof, which
by their nature are necessarily subject to risks and uncertainties
and other factors that may cause actual results, performance or
achievements of the Company to be materially different from any
future results, performance or achievements expressed or implied by
such forward-looking statements. Such statements reflect the
Company's current views with respect to future events, including
the proposed acquisition, future revenues and references to the
Company's expansion and growth of the business and operations, and
are based on information currently available to the Company and on
hypotheses which it considers to be reasonable; however, management
warns the reader that hypotheses relative to future events which
are beyond the control of management could prove to be false, given
that they are subject to certain risks and uncertainties. Please
refer to the risks set forth in the Company's most recent annual
MD&A and the Company's continuous disclosure documents that can
be found on SEDAR at www.sedar.com. The Company does
not intend, and disclaims any obligation, except as required by
law, to update or revise any forward-looking statements whether as
a result of new information, future events or otherwise.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
SOURCE Intouch Insight Ltd.