VANCOUVER, Dec. 18, 2018 /CNW/ - Good Life Networks Inc. ("GLN", or the "Company") (TSXV: GOOD) (FSE: 4G5), a programmatic advertising technology company, announced today that is has closed the acquisition of Impression X, Inc. ("Impression X"), a leading connected television ("CTV") advertising technology company. Under the terms defined by the definitive agreement (the "Definitive Agreement"), GLN has acquired all of the issued and outstanding shares (the "Purchased Shares") of Impression X for an aggregate purchase price of up to USD $4,500,000.
"This acquisition gives us more revenue horsepower during the biggest quarter of the year in the advertising industry and a great start to 2019" said Jesse Dylan, CEO of GLN. "GLN and Impression X are highly complementary businesses, and we are pleased to capitalize on this unique opportunity to create a larger, more diversified and successful company."
Under the terms of the Definitive Agreement, consideration for the Purchased Shares consists of the following:
a) USD $500,000 in cash, payable to the shareholders of Impression X (the "Vendors");
b) USD $400,000 in common share purchase warrants of the Company ("Warrants"), payable to the Vendors at closing, based upon the greater of: (i) the 10-day volume weighted average trading price of the Company's common shares on the TSX Venture Exchange ("TSX-V") immediately prior to the date of issuance; and (ii) the lowest price permitted by the policies of the TSX-V;
c) a performance earn-out of up to USD $1,000,000 in cash based on agreed-upon milestones; and
d) a performance earn-out of up to USD $2,600,000 in Warrants based upon the greater of: (i) the 10-day volume weighted average trading price of the Company's common shares on the TSX-V immediately prior to the date of issuance; and (ii) the lowest price permitted by the policies of the TSX-V.
In partial satisfaction of the purchase price, the Company issued an aggregate of 2,914,622 Warrants to the Vendors at closing exercisable to purchase common shares of the Company at a price of C$0.1836 per share for a period of five years from the closing date.
"The combination of Impression X expertise and relationships in CTV backed by GLN's technology and world class team will allow us to capture an even larger portion of the $31 billion-dollar industry," stated Impression X CEO Matt Hopkins.
The IAB (Interactive Advertising Bureau) Changing TV Experience report indicates that 56% of consumer TVs are now IP connected. The IAB anticipates CTV ad revenues are projected to hit $31.5 billion in 2018, up 275 percent from $8.4 billion in 2015.
The GLN Story
GLN is a patent pending machine learning programmatic video advertising technology company that does not collect PII (Personal Identifiable Information). GLN serves millions of online video ads daily 3 times faster than IAB (Interactive Advertising Bureau) standards through multiple server to server integrations with both publishers and advertisers. GLN is headquartered in Vancouver, Canada with offices in the US and UK.
Digital ad revenue rose by 16.8%, more than double TV's in January of 2018 according to Forbes Magazine.
GLN 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 acquisition of Impression X, GLN maintaining its projected growth 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 assimilation of Impression X 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.