VANCOUVER, May 17, 2018 /CNW/ – Good Life Networks Inc. (“GLN”, or the “Company”) (TSX-V: GOOD, FSE: 4G5), a Vancouver-based programmatic advertising technology company is pleased to announce that it has entered into a binding letter of intent (the “LOI“) to acquire all of the issued and outstanding shares (the “Purchased Shares“) of Impression X, Inc (“Impression X“), a leading connected television (“CTV“) advertising technology company. GLN will acquire the Purchased Shares for an aggregate purchase price of US$6,000,000.
Under the terms of the LOI, consideration for the Purchased Shares will consist of a combination of cash, common shares of the Company (subject to the approval of the TSX Venture Exchange) and performance earn-outs based on agreed upon milestones. Management of GLN is comfortable that it has the resources available and on hand to complete the acquisition of the Purchased Shares. Closing of the transaction is conditional upon the successful completion of standard due diligence.
Although, the LOI contemplates the parties acting in good faith to finalize and enter into a more formal definitive share purchase agreement (the “Definitive Agreement“), the LOI is expressly stated to be a binding agreement. The LOI will terminate if GLN has not completed due diligence satisfactory to GLN, acting reasonably, within sixty (60) calendar days from the execution of the LOI. The LOI was negotiated at arm’s length.
CTV is one of the fastest growing areas of advertising technology. In 2018, it is expected that over 60% of all premium video on demand will be delivered via a connected television reaching an expected 759.3 million connected television sets globally (Digital TV Research).
“CTV is a perfect strategic extension of our programmatic video exchange. Once integrated with the GLN platform, we can deliver hyper-targeted video advertising in a consumer friendly, brand secure, and non-invasive manner that enhances the connected television user experience for millions. We also believe that this acquisition should be immediately accretive to earnings,” said Jesse Dylan, CEO of GLN.
“We are delighted to bring our leading-edge CTV technology to a large AdTech platform like GLN, allowing us to maximize our growth. GLN is the perfect fit for us, by plugging into a large video exchange platform, we can bring better user experience and scale to our CTV clients,” added Matt Hopkins, CEO of Impression X.
The GLN Story
GLN harnesses the power of artificial intelligence to improve marketing return on investments for advertisers using its patent pending video advertising technology. According to IAB (Interactive Advertising Bureau) the total U.S. digital ad spend reached a record-setting $88 billion last year, representing a 21 percent uptick over the previous year at $72.5 billion. This marks the first time digital ad revenues have overtaken television (broadcast and cable combined). By 2020, MAGNA, the research arm of media buying firm IPG Mediabrands, expects digital ads to make up 50 percent of all ad spending. GLN recently closed a $9.2 million subscription financing prior to closing its qualifying transaction and 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 timing of the acquisition of Impression X, successful completion of the acquisition of the Purchased Shares, execution of the Definitive Agreement, the number of securities of GLN that may be issued in connection with the transaction; GLN realizing on the anticipated value of acquiring the Purchased Shares, GLN maintaining its projected growth, approval of the TSX Venture Exchange 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 integration with Impression X’s technology will be successfully completed in the time expected by management and 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.
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