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TORONTO, April 4,
2022 /CNW/ -- Sabio Holdings Inc. (TSXV: SBIO) (the
"Company" or "Sabio") is pleased to announce that
further to its news release dated February
22, 2022, the Company has, through its newly formed
wholly-owned subsidiary, Vidillion Corp. (formerly, Sabio
Acquisition Inc.), completed the acquisition of substantially all
of the assets of Vidillion Inc. ("Vidillion"), a U.S. based
Streaming TV supply side platform (SSP) and technology provider for
content creators (the "Acquisition"). The Acquisition
was completed pursuant to the previously announced asset purchase
agreement dated February 18, 2022
entered into between Sabio, Vidillion Corp. and
Vidillion.
The aggregate consideration paid on the Closing Date (defined
below) with respect to the Acquisition was US$3 million, composed of common shares of the
Company ("Common Shares") valued at approximately
US$1.75 million (the "Share
Consideration") and US$1.25
million paid in cash (the "Cash Consideration"),
subject to customary post-closing working capital, indemnity and
tax adjustments. Based on a five-day volume weighted share price of
the Common Shares on the TSX Venture Exchange (the
"Exchange") immediately prior to April 1, 2022 (the "Closing Date") of
CAD$1.30, an aggregate of 1,685,079
Common Shares were issued to Vidillion as Share Consideration. The
Common Shares comprising the Share Consideration are subject to a
lock-up period of six months expiring October 1, 2022, which may be extended in the
event of post-closing indemnity claims, in addition to the hold
periods or restrictions under applicable securities laws or the
policies of the Exchange. The Acquisition was an Arm's Length
Transaction, as such term is defined in the policies of the
Exchange, and no finder's fees were paid in connection with the
Acquisition.
The Acquisition was funded through a US$1.25 million draw on the Company's existing
line of credit at an interest rate of the greater of: (i) the Wall
Street Journal prime rate plus 1.00%; and (ii) 4.25%. A copy of the
asset purchase agreement with respect to the Acquisition can be
found under the Company's profile on www.sedar.com.
Vidillion developed direct relationships with publishers and
access to exclusive inventory across a diverse set of content
verticals. Thus, the Acquisition is expected to expand Sabio's
access to premium Streaming TV inventory and to boost gross
margins. Having direct relationships with publishers is also
anticipated to provide unique advertising opportunities within the
expanding Streaming TV market.
Vidillion's technology stack included tools for ad break
optimization, server-side ad insertion (SSAI), content recognition
and dynamic ad insertion (DAI) with demand side partner
integrations. These tools enable publishers to quickly and easily
find new ways to monetize their Streaming TV inventory by allowing
advertisers to precisely target viewers based on content, context,
usage and geography.
Sabio's analytics platform, AppScience™, which is
powered by its proprietary household graph of 300 million opt-in
mobile devices and 55 million validated Streaming TV households,
stands to further strengthen its capabilities with the integration
of unique data sets from the Acquisition. AppScience's mobile-first
approach to Streaming TV is anticipated to enable customers to
improve Streaming TV advertising performance and inventory scale
between platforms with full-funnel, people-based marketing
capabilities.
About Sabio Holdings
Sabio Holdings Inc. (TSXV: SBIO) is a leading provider of
Streaming TV analytics, distribution, and monetization solutions
validated by performance. The Sabio portfolio is comprised of the
trusted and transparent demand side platform, Sabio, and the real
time measurement and attribution platform, AppScience™,
and ad monetization service Vidillion. Together, the companies
provide brands and agencies with end-to-end advertising suites,
powered by its proprietary household graph of more than 300 million
mobile devices and 55 million validated Streaming TV households.
For more information, visit: sabioholding.com
About Vidillion, Inc.
Vidillion was a leading Streaming TV distribution and ad
monetization service, streaming more than 1,200 TV channels and
10,000 movies and video clips to approximately 120 countries via
the internet to Amazon FireTV, AppleTV, Roku and smart TVs.
Vidillion aggregated Streaming TV publishers, distributed their
content and monetized their content with advertising. For more
information, visit: vidillion.com.
Disclaimer
Neither the Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the Exchange) accepts
responsibility for the adequacy or accuracy of this
release.
Forward-Looking Statements
This press release may contain certain forward-looking
information and statements ("forward-looking information")
within the meaning of applicable Canadian securities legislation
that are not based on historical fact, including but not limited
to, the anticipated impact of the Acquisition on the business of
the Company. Forward-looking information includes, without
limitation, statements containing the words "believes",
"anticipates", "plans", "intends", "will", "should", "expects",
"continue", "estimate", "forecasts" and other similar expressions.
Readers are cautioned to not place undue reliance on
forward-looking information. Actual results and developments may
differ materially from those contemplated by these statements. The
Company undertakes no obligation to comment on analyses,
expectations or statements made by third-parties in respect of the
Company, its securities or financial or operating results (as
applicable). Although the Company believes that the expectations
reflected in forward-looking information in this press release are
reasonable, such forward-looking information has been based on
expectations, factors and assumptions concerning future events that
may prove to be inaccurate and are subject to numerous risks and
uncertainties, certain of which are beyond the Company's control,
including but not limited to, failure to realize the anticipated
benefits of the Acquisition, failure to achieve beneficial
synergies and inability to successfully integrate the business of
Vidillion. The Company has assumed that the material factors
referred to herein will not cause such forward-looking statements
and information to differ materially from actual results or events.
However, there can be no assurance that such assumptions will
reflect the actual outcome of such items or factors. All
forward-looking information contained in this press release is
expressly qualified by this cautionary statement and is made as of
the date hereof. The Company disclaims any intention and has no
obligation or responsibility, except as required by law, to update
or revise any forward-looking information, whether as a result of
new information, future events or otherwise. This news release
shall not constitute an offer to sell or the solicitation of an
offer to buy any securities in any jurisdiction.
AppScience® is a trademark or a registered trademark
of Sabio Holdings Inc. in the United
States, Canada and other
countries.
SOURCE Sabio Holdings Inc.