|By Marketwired .||
|March 17, 2014 06:31 AM EDT||
TORONTO, ONTARIO -- (Marketwired) -- 03/17/14 -- iSIGN Media Solutions Inc. (TSX VENTURE: ISD)(OTCQX: ISDSF) ("iSIGN" or "Company"), a leading provider of interactive mobile advertising solutions that serves advertisers, manufacturers, retailers and advertising agencies throughout North America, today provides a clarification to its March 10, 2014 release concerning Couche-Tard Inc.'s ("Couche-Tard") election to exercise their option to convert annual royalty payments for common shares of the Company.
The Company has received a number of questions from shareholders and investors and felt that it was in the best interests of all concerned that it readdress Couche-Tard's election.
Couche-Tard received the option to convert their rights to cash royalties in January 2012, subject to the approval of the TSX Venture Exchange ("Exchange"), when the parties signed the Virtual Private Advertising Network Services Agreement ("Agreement"). The signing of this Agreement was part of iSIGN's acquisition of the digital signage network located within the Canada-wide chain of convenience stores, operated by Couche-Tard Inc. and Mac's Convenience Stores Inc. Couche-Tard also owns and/or operates approximately 4,300 convenience stores in the United States, primarily under the name of Circle K.
The Company approached the Exchange prior to the Agreement being signed seeking their approval for this conversion option. Approval was subsequently given by the Exchange in March 2012.
Under the terms of this conversion option, Couche-Tard, at their sole discretion, had the right to convert either 50% or 100% of all cash royalties to be received over the entire five year term of the contract in exchange for 1,462,224 or 2,924,448 common shares of iSIGN respectively. The minimum amount of commissions owed under the Agreement for the full five year term was $2.5 million.
Couche-Tard elected to forego the full minimum of $2.5 million in royalties in exchange for 2,924,448 common shares of the Company, a valuation of $0.86 per share. As a result of this conversion, Couche-Tard will own approximately 3.6% of the new issued and outstanding float of the Company.
When the shares are issued, they will be free trading shares. The Company anticipates the release of these shares next week when it expects to receive the delivery address for the share certificate from Couche-Tard.
Couche-Tard's exercise of their option to convert annual royalty payments into common shares of the Company does not impact in any way upon the 3,000,000 warrants that they hold in the Company. Their warrants remain exercisable until March 23, 2017, at a price of $0.50.
About iSIGN Media
Since 2007, iSIGN has been developing multiplatform advertising and marketing solutions for brands to better attract, engage and retain customers through their mobile devices. The data and SaaS (software as a service) company collects and analyzes shopper preferences so that brands can deliver targeted messaging and personalized offers to consumers' mobile devices, in-location and in real-time. The company's interactive proximity-marketing technology is capable of gathering average price points, typical purchases, in-store dwell times and other shopper metrics to deliver business intelligence and insights into emerging consumer behaviors that can help brands make better business decisions and measure their marketing efforts. Utilizing Bluetooth and Wi-Fi, and location-aware technologies to deliver relevant and timely messaging to any screen or mobile device, iSIGN delivers rich media, permission-based messages free to consumers that can drive immediate brand engagement, increased customer loyalty and deliver higher ROI on marketing dollars spent. Headquartered in Richmond Hill, Ontario, with R&D and customer support operations in Vancouver, BC and Tampa, FL, the Company has also grown to become the largest owner/operator of in-store digital media in Canada with 5,600 digital signs in about 1,400 locations. Partners include: IBM, Keyser Retail Solutions, Baylor University, Verizon Wireless, TELUS and AOpen America Inc., with solution distribution by GraphicMedia, Inc. and BlueStar Inc. www.isignmedia.com
This news release may include certain forward-looking statements that are based upon current expectations, which involve risks and uncertainties associated with iSIGN Media's business and the environment in which the business operates. 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 the Company or its management. The forward-looking statements are not historical facts, but reflect iSIGN Media'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. iSIGN Media 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.
© 2014 iSIGN Media Solutions Inc. All Rights Reserved. All other trademarks and trade names are the property of their respective owners.
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 or accuracy of this release.
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