MONTREAL, QUEBEC–(Marketwired – Aug. 14, 2017) – AtmanCo inc. (“AtmanCo” or the “Company”) (TSX VENTURE:ATW) announces today the signature of a letter of intent with the shareholders of PlusMo Group for the acquisition of all of the outstanding shares of PlusMobile LLC (“PlusMobile”) and all of its subsidiaries. PlusMobile is part of the PlusMo Group which is controlled by the Zipilivan family.
PlusMobile, founded in 2005, has its head office located in Buenos Aires (Argentina) with activities in Colombia, Uruguay, Mexico and Central America. PlusMobile offers premium products on mobile phones with carrier billing agreements in 6 countries of Latin America, including 9 direct connections and 16 indirect connections. PlusMobile’s quality contents offered include mobile apps in the business segments of education, kids, entertainment (games, sports, videos) as well as mobile marketing via SMS such as contests. PlusMobile’s products, licensed or in partnerships, include well-known brands such as Discovery from Discovery Channel. For their audited financial year ended December 31, 2016, PlusMobile’s sales were $US 4.7 million.
The agreement also includes the signature by AtmanCo of an exclusive distribution agreement in North America for the MovyPark Mobile Parking solution, an innovative and turnkey mobile application for parking space management already in in use in large cities in South America and owned by MovyPay, another business of PlusMo Group.
The letter of intent contemplates a purchase price of $US 2.5 million and is subject to certain adjustments. No commission is payable and no change of control will result.
“We are proud to come to an agreement with PlusMobile on this strategic acquisition that would allow us to expand the distribution network of our existing and future products by adding strategic carrier billing connections in Latin America in a fast growing carrier billing market. This geographic diversification will allow us to distribute their Spanish language products in new markets in America, notably in the United States. PlusMobile manages all over Latin America more than 1.2 million subscribers with a strong recurring business model which should to continue to build up our valuable database. Finally, this acquisition should allow us to improve the Company’s financial health and predictability and to consolidate further our leader position in the carrier billing,” said Michel Guay, President and CEO of AtmanCo.
The closing of this transaction between AtmanCo and PlusMobile, which are dealing at arm’s length, is conditional among other things on AtmanCo carrying out a satisfactory due diligence on PlusMobile, obtaining the signature of an exclusive distribution agreement for the MovyPark Mobile Parking, obtaining financing with size, terms & conditions to be determined and obtaining all necessary regulatory approvals. Closing of the transaction is expected on or about October 15, 2017.
Forward-Looking Statements Disclaimer
Certain statements in this press release may be forward-looking. Such statements include those with respect to the closing of the acquisition of PlusMobile, the closing date thereof, the potential effect of that acquisition on the Company, the Company’s ability to raise funds and the use of the proceeds raised thereunder. Although the Company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurances that its expectations will be achieved. Such assumptions, which may prove incorrect, include the following: (i) All of the conditions for the transaction will be met. In particular, AtmanCo will complete a satisfactory due diligence on PlusMobile’s operations, finances, legal condition, etc., (ii) AtmanCo and PlusMobile’s shareholders will successfully negotiate and enter into a purchase agreement and other documents relating to the transaction, (iii) AtmanCo will successfully obtain the necessary regulatory approvals for the acquisition of PlusMobile on commercially-acceptable terms, (iv) the acquisition of PlusMobile will allow AtmanCo to achieve the anticipated synergies, in particular with respect to PlusMobile’s clientele, products and geographic markets, (v) AtmanCo will be successful in its efforts to identify and secure investors for its financing and (vi) AtmanCo’s management will not identify and pursue other business objectives using the proceeds of the financing. Factors that could cause actual results to differ materially from expectations include (i) the discovery in the course of the due diligence of negative factors with respect to PlusMobile that would prevent AtmanCo from proceeding with the acquisition, (ii) the failure of the negotiations between the parties with respect to the final documentation, (iii) the Company’s inability to achieve the anticipated synergies for any reason, including the refusal of PlusMobile’s clients to refuse to acquire AtmanCo’s services or technical issues that prevent the integration of AtmanCo’s systems with those of PlusMobile, (iv) the Company’s inability to secure investors for its financing, (v) the Company’s inability to make effective use of the funds raised for its financing, (vi) the Company’s inability to obtain the necessary regulatory approvals for the acquisition or its financing, (vii) labour disputes or the materialization of similar risks, (viii) a deterioration in capital market conditions that prevents the Company from raising the funds it requires on a timely basis and (ix) generally, the Company’s inability to develop and implement a successful business plan for any reason. A description of other risks affecting AtmanCo’s business and activities appears under the heading “Risks Factors and Uncertainty” on pages 9 and 10 of AtmanCo’s 2016 annual management’s discussion and analysis, which is available on SEDAR at www.sedar.com.
No assurance can be given that any events anticipated by the forward-looking information in this press release will transpire or occur, or if any of them do so, what benefits that AtmanCo will derive therefrom. In particular, no assurance can be given as to the future financial performance of AtmanCo. AtmanCo disclaims any intention or obligation to update or revise any forward-looking statements in order to account for any new information or any other event, except as required under applicable law. The reader is warned against undue reliance on these forward-looking statements.
Additional information regarding the Company is available on SEDAR www.sedar.com
The TSX Venture Exchange and its Regulatory Services provider (as per meaning assigned to this term in TSX Venture Exchange’s policies) bear no liability as to the relevance or accuracy of this press release.
ABOUT ATMANCO
AtmanCo (TSX VENTURE:ATW) is a leader in information technology, owner of several web platforms including VoxTel, Québec Rencontres, Atman and Bloomed. VoxTel offers various interactive landline and mobile phone solutions, as well as carrier billing and SMS features. Quebec Rencontres is a web and mobile social network application catered to building serious and sustainable relationships. Atman and its APIs enable companies to optimize their human capital. Bloomed is a cloud-based platform to manage data (smart data) on consumers and their behaviors, which is developed for marketing agencies and their campaigns for the consumer and corporate markets.
AtmanCo Inc.
Michel Guay, Founder, president and CEO
514.935.5959 ext. 301
[email protected]
www.atmanco.com
Simon Bedard, CA, CPA, CFA, MBA
CFO
514.935.5959 ext. 304
[email protected]
