ATW Tech Provides Additional Information Regarding Signature of a Letter of Intent for Major Acquisition of Greywolf Entertainment Group
Momentum Public Relations
Press Release: November 16, 2018
ATW Tech Inc. (“ATW Tech”) (TSX-V: ATW) has, as previously announced on November 6, 2018, signed a letter of intent for the acquisition from Fastrack Trust (the “Trust”) of all of the outstanding shares of 6855318 Canada Ltd. and 6890202 Canada Ltd. (“Greywolf Entertainment Group” or “Greywolf”). For the unaudited financial year ended December 31, 2017, Greywolf’s revenues were $10.0 million ($11.8 million in 2016) for a net income of $196k ($350k in 2016), with total assets of $2.5 million ($2.4 million) and negative shareholder’ equity of $914k ($759k).
Greywolf Entertainment Group, based in Calgary, provides turnkey full commercial production for interactive TV and/or voting networks required for such shows for landline and mobile consumers. Greywolf’s subsidiaries include Triton Global Business Services Inc. (“Triton”) and Fastrack Global Billing Networks Inc. (“Fastrack”). Triton is a North American clearinghouse that provide billing and networks for phone bills in North America and over 40 other countries. Triton has been listed in the top 300 technology companies from Canada several times. Fastrack is a North American inter-exchange carrier providing networks to its switch centers that intelligently routes consumer traffic to optimized billing or response solutions. Its network is designed to handle mass calling for both short and long periods of time, using its own robust backbone Standard Internet Protocol (SIP) networks to transport traffic anywhere in the world.
The letter of intent contemplates a purchase price of $2.95 million, which is subject to certain adjustments and payable through a cash payment of $2.0 million at closing, a vendor take-back note of $0.3 million payable in 30 equal monthly installments and $0.65 million worth of common shares of ATW Tech. No commission is payable and no change of control will result.
“We are proud to come to an agreement on this strategic acquisition of Greywolf that will help us consolidate our position in the Canadian carrier billing market, accelerate our growth, while almost doubling our revenues, and benefiting from significant cost synergies. Along with the divestiture of the Atman division completed on October 31, 2018, which represented 9.5% of ATW Tech’s revenues in 2017, this contemplated acquisition reflects our will and strategy to concentrate our activities in the financial technologies (“fintech”), particularly on our core integrated payment, interactive communication and voting platforms. This acquisition shall be the first step of our acquisition growth plan with an international reach expected for 2019” said Michel Guay, President and CEO of ATW Tech.
The closing of this transaction between ATW Tech and Greywolf, which are dealing at arm’s length, is conditional among other things on ATW Tech carrying out a satisfactory due diligence on Greywolf, obtaining satisfactory financing and all necessary regulatory approvals (including that of the TSX Venture Exchange). Closing of this transaction is expected before the end of 2018.
The Company also announces that a total of 900 000 share purchase options have been granted to a consultant of the Company at a strike price of $0.10 pursuant to the terms of its share option plan (the “Plan”) and expiring on November 15, 2023.
- Published in Atmanco, ATWTECH, Business, Financial Technology, News Home, Technology
ATW Tech Announces Signature of a Letter of Intent for Major Acquisition of Greywolf Entertainment Group
Momentum Public Relations
Press Release: November 6, 2018
ATW Tech Inc. (“ATW Tech”) (TSX-V: ATW) announces today the signature of a letter of intent for the acquisition from Fastrack Trust (the “Trust”) of all of the outstanding shares of 6855318 Canada Ltd. and 6890202 Canada Ltd. (“Greywolf Entertainment Group” or “Greywolf”).
Greywolf Entertainment Group, based in Calgary, provides turnkey full commercial production for interactive TV and/or voting networks required for such shows for landline and mobile consumers. Greywolf’s subsidiaries include Triton Global Business Services Inc. (“Triton”) and Fastrack Global Billing Networks Inc. (“Fastrack”). Triton is a North American clearinghouse that provide billing and networks for phone bills in North America and over 40 other countries. Triton has been listed in the top 300 technology companies from Canada several times. Fastrack is a North American inter-exchange carrier providing networks to its switch centers that intelligently routes consumer traffic to optimized billing or response solutions. Its network is designed to handle mass calling for both short and long periods of time, using its own robust backbone Standard Internet Protocol (SIP) networks to transport traffic anywhere in the world. For the unaudited financial year ended December 31, 2017, Greywolf’s revenues were $10.0 million.
The letter of intent contemplates a purchase price of $2.95 million, which is subject to certain adjustments and payable through a cash payment of $2.0 million at closing, a vendor take-back note of $0.3 million payable in 30 equal monthly installments and $0.65 million worth of common shares of ATW Tech. No commission is payable and no change of control will result.
“We are proud to come to an agreement on this strategic acquisition of Greywolf that will help us consolidate our position in the Canadian carrier billing market, accelerate our growth, while almost doubling our revenues, and benefiting from significant cost synergies. Along with the contemplated divestiture of the Atman division announced on September 17, 2018, which represented 9.5% of ATW Tech’s revenues in 2017, this contemplated acquisition reflects our will and strategy to concentrate our activities on our core integrated payment, interactive communication and voting platforms. This acquisition shall be the first step of our acquisition growth plan with an international reach expected for 2019” said Michel Guay, President and CEO of ATW Tech.
The closing of this transaction between ATW Tech and Greywolf, which are dealing at arm’s length, is conditional among other things on ATW Tech carrying out a satisfactory due diligence on Greywolf, obtaining satisfactory financing and all necessary regulatory approvals. Closing of this transaction is expected before the end of 2018.
Update on PlusMobile Acquisition
In August 2017, ATW Tech announced the signature of a letter of intent for the contemplated acquisition of PlusMobile LLC (“PlusMobile”) and all of its subsidiaries. PlusMobile is based in Argentina and offers premium products on mobile phones with carrier billing agreements in 6 countries of Latin America and offers quality contents such as mobile apps in the business segments of education, kids, entertainment as well as mobile marketing via SMS. Although ATW Tech’s goal is still to expand its distribution network and diversify its operations internationally, especially in the Latin America fast growing carrier billing market, ATW Tech has decided to put that contemplated acquisition on hold temporarily due to the recent volatility in the Argentina economy and in particular in the local currency. ATW Tech will revisit in due course if and when market conditions warrant.
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 Greywolf and ATW Tech’s growth and acquisition strategy. Although ATW Tech believes that 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) the conditions for the transaction will be met, including a satisfactory due diligence by ATW Tech on Greywolf and ATW Tech securing financing on satisfactory terms, (ii) ATW Tech and the Trust will successfully negotiate and enter into a purchase agreement and other documents relating to the transaction, (iii) ATW Tech will successfully obtain the necessary regulatory approvals for the acquisition of Greywolf on commercially-acceptable terms, (iv) the acquisition of Greywolf will allow ATW Tech to achieve the anticipated cost synergies and (v) ATW Tech will successfully identify and conclude additional acquisitions outside of Canada in 2019. A description of other risks affecting ATW Tech’s business and activities appears under the heading “Risks Factors and Uncertainty” on pages 9 and 10 of ATW Tech’s 2017 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 ATW Tech will derive therefrom. ATW Tech 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 ATW Tech is available on SEDAR www.sedar.com
- Published in Atmanco, Financial Technology, News Home, Technology
ATW Tech Closes the Sale of its Atman Assets for $1.3 Million
Momentum Public Relations
Press Release: November 1, 2018
ATW Tech Inc. (TSX-V: ATW) announces today the closing of the sale of its Psychometric Research and Services of Atman assets (“Atman”), previously announced on September 17, 2018. Those assets consist primarily of the personality test platforms and learning modes offered to businesses for human resources management. The total purchase price is $1,300,000, composed of $1,100,000 paid immediately in cash and $200,000 as monthly installments over the next 3 years and based on a percentage of sales. ATW Tech will pay to the buyer a total of $95,000 in twelve equal monthly instalments for its working capital. For the fiscal year ended December 31, 2017, revenues generated by the Atman assets being sold represented 9.6% of ATW Tech’s revenues.
“We are proud to conclude this transaction, and especially to do so within the expected timeline. This transaction reflects our will and strategy to concentrate all our activities and resources on our financial technologies (“fintech”)” said ATW Tech’s President and CEO, Michel Guay.
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 ATW TECH
ATW Tech (TSX-V: ATW) is a leader in information technology, owner of several web platforms including VoxTel, VuduMobile, Option.vote and Bloomed. VoxTel offers various interactive communication and landline and mobile carrier billing phone solutions. VuduMobile is specialized the text messaging business for enterprises through its unique, user-friendly and bilingual test messaging application et turnkey solution allowing management of text message management programs in all kind of businesses. Option.vote offers a large scale customizable and secured multi-method voting system for unions, political parties, professional associations, and others looking for a way to reduce their voting costs and to improve their participation rates. 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.
SOURCE:
ATW Tech Michel Guay Founder, president and CEO Tel.: 514.935.5959 ext. 301 mguay@atwtech.com www.atwtech.com |
Simon Bédard, CA, CPA, CFA, MBA CFO Tel. : 514.935.5959 ext. 304 sbedard@atmanco.com |
- Published in Atmanco, Business, Financial Technology, News Home, Technology
ATW grants new option shares
Momentum Public Relations
Press Release: February 5, 2018
ATW Tech (“AtmanCo” or the “Company”) (TSX-V:ATW) announces that a total of 2 387 000 share purchase options have been granted to officers, employees and consultants of the Company as well as members of the board of directors, pursuant to the terms of its share option plan (the “Plan”). These options are exercisable at $0.13 per share and expire on February 4, 2023. The Plan provides that options may be exercised on a cumulative basis over a period of four years from the date they are granted, as to one-fourth every year.
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 ATW TECH
ATW Tech (‘AtmanCo’) (TSX-V:ATW) is a leader in information technology, owner of several web platforms including VoxTel, Québec Rencontres, VuduMobile, Atman and Bloomed. VoxTel offers various interactive communication and landline and mobile carrier billing phone solutions. Quebec Rencontres is a web and mobile social network application catered to building serious and sustainable relationships. VuduMobile is specialized the text messaging business for enterprises through its unique, user-friendly and bilingual test messaging application et turnkey solution allowing management of text message management programs in all kind of businesses. 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.
SOURCE:
ATW TECH (AtmanCo) Michel Guay Founder, president and CEO Tel.: 514.935.5959 ext. 301 mguay@atwtech.com www.atwtech.com |
Simon Bédard, CA, CPA, CFA, MBA CFO Tel. : 514.935.5959 ext. 304 sbedard@atmanco.com |
ATW Tech Announced a Partnership With Einsteinium Foundation (EMC2) for Its Cryptocurrency
Momentum Public Relations
Press Release: January 11, 2018
ATW Tech (“AtmanCo” or the “Company”) (TSX-V:ATW) is proud to announce a global partnership with the Einsteinium Foundation (EMC2) for the launch of the Einsteinium currency billing by mobile phone.
In order to diversify its payment options, Voxtel, a subsidiary of ATW Tech, plans to implement EMC2cryptocurrency in all its platforms such as mobile donations, social communities, messaging, gaming and voice services.
A 4-phase deployment plan will include the following steps:
- Einsteinium will integrate Voxtel’s payment gateway in order to buy, exchange or transfer Einsteinium coins.
- Voxtel and EMC2 will be implementing a mobile wallet, E-Wallet and voice wallet easily accessible for Voxtel users.
- Peer to peer exchange Einsteinium currency through Voxtel chat and gaming communities.
- Build a path to Einsteinium convertibility into major currencies such as Canadian dollar, US dollar and Euro.
Einsteinium cryptocurrency could provide Voxtel’s payment platform enormous autonomy from any carrier or regulator. This global partnership will be the insurance to reach wider audience and will simplify transactions between users.
« We are proud to integrate this very promising and well-known cryptocurrency to our global Unified Payment Solutions (UPS) platform which already includes voice billing, direct carrier billing, credit card and interac. This would allow us to offer turnkey payment solutions and expand our customer base » said Michel Guay, President and founder of ATW Tech.
« We at EMC2 would like to thank our community for the tremendous support and Voxtel for the opportunity to be able to benefit from its users worldwide. After a year of hard work, we are very excited about the growth this will bring to both the Einsteinium Foundation and Voxtel billing integration as well as the adoption of crypto currency as a whole », said Jonathan Lauzière, Board member and Treasurer of EMC2.
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 EMC2
Einsteinium coin is a Bitcoin-like currency with a philanthropic objective of funding scientific research, cutting edge IT and crypto currency projects. The EMC2 coin is released by the Einsteinium Foundation. The Einsteinium Foundation (EMC2) is embarking on a truly ambitious project that will likely change how cryptocurrency (CC) is viewed outside of the CC universe. Similar to the Bitcoin, Einsteinium is a distributed peer-2-peer digital currency released without any premium. EMC2 implements the primary innovation of wormhole mechanics to reward long term miners. Each wormhole event occurs randomly during each epoch and is 180 blocks long, with a reward of 2970 EMC2 per block.
ABOUT ATW TECH
ATW Tech (‘AtmanCo’) (TSX-V:ATW) is a leader in information technology, owner of several web platforms including VoxTel, Québec Rencontres, VuduMobile, Atman and Bloomed. VoxTel offers various interactive landline and mobile carrier billing phone solutions. Quebec Rencontres is a web and mobile social network application catered to building serious and sustainable relationships. VuduMobile is specialized the text messaging business for enterprises through its unique, user-friendly and bilingual test messaging application et turnkey solution allowing management of text message management programs in all kind of businesses. 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.
SOURCE:
ATW TECH (AtmanCo) Michel Guay Founder, president and CEO Tel.: 514.935.5959 ext. 301 mguay@atwtech.com www.atwtech.com |
Simon Bédard, CA, CPA, CFA, MBA CFO Tel. : 514.935.5959 ext. 304 sbedard@atwtech.com |
- Published in Atmanco
ATW Tech Completes a Private Placement of Units of $423,640
Momentum Public Relations
Press Release: December 22, 2017
AtmanCo inc. (“AtmanCo” or the “Company”) (TSX-V:ATW) is pleased to announce the closing of a private placement consisting of the issuance of 3 530 333 units at a price of $0.12 per unit, for total gross proceeds of $423,640. Each unit consists of one common share and one common share purchase warrant giving the holder the right to subscribe for one common share at a price of $0.15 from a period of 3 years.
The securities issued under this private placement are subject to a four-month hold period. This private placement remains subject to the approval of the TSX Venture Exchange. A commission of $840 is paid to a broker.
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 ATW TECH
ATW Tech (‘AtmanCo’) (TSX-V:ATW) is a leader in information technology, owner of several web platforms including VoxTel, Québec Rencontres, VuduMobile, Atman and Bloomed. VoxTel offers various interactive landline and mobile carrier billing phone solutions. Quebec Rencontres is a web and mobile social network application catered to building serious and sustainable relationships. VuduMobile is specialized the text messaging business for enterprises through its unique, user-friendly and bilingual test messaging application et turnkey solution allowing management of text message management programs in all kind of businesses. 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.
SOURCE:
ATW TECH (AtmanCo) | ||
Michel Guay | Simon Bédard, CA, CPA, CFA, MBA | |
Founder, president and CEO | CFO | |
Tel.: 514.935.5959 ext. 301 | Tel. : 514.935.5959 ext. 304 | |
mguay@atmanco.com | sbedard@atmanco.com | |
www.atwtech.com |
- Published in Atmanco
AtmanCo becomes ATW Tech
Momentum Public Relations
Press Release: November 28, 2017
MONTREAL, QUEBEC–(Marketwired – Nov. 28, 2017) – AtmanCo Inc. (“AtmanCo” or the “Company”) (TSX VENTURE:ATW)
After having built its reputation in technologies with its scientifically validated psychometric tests, ATW Tech (‘AtmanCo’) has acquired strategic and transformative businesses and today manages a diversified portfolio of interactive communication solutions. Our objective with this name change is to better reflect our Company’s strategic vision, as well as better define the power and expertise of our solutions.
“Considering this new reality and our vision which is to provide companies and consumers with a renewed experience in interactive communications, we are pleased to present you our new website” said Michel Guay, President of ATW Tech.
You can find all the necessary information on the new Company’s website at www.atwtech.com.
Additional information regarding the Company are available on SEDAR www.sedar.com. Note that the legal name change would be voted at the next shareholders meeting.
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 ATW TECH
ATW Tech (‘AtmanCo’) (TSX VENTURE:ATW) is a leader in information technology, owner of several web platforms including VoxTel, Québec Rencontres, VuduMobile, Atman and Bloomed. VoxTel offers various interactive landline and mobile carrier billing phone solutions. Quebec Rencontres is a web and mobile social network application catered to building serious and sustainable relationships. VuduMobile is specialized the text messaging business for enterprises through its unique, user-friendly and bilingual test messaging application et turnkey solution allowing management of text message management programs in all kind of businesses. 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.
ATW Tech (‘AtmanCo’)
Michel Guay
Founder, president and CEO
514.935.5959 ext. 301
mguay@atwtech.com
Simon Bedard, CA, CPA, CFA, MBA
CFO
514.935.5959 ext. 304
sbedard@atwtech.com
www.atwtech.com
- Published in Atmanco, News Home, Technology
AtmanCo Announces Revenues up by $2.4m to Reach $2.7m for its Third Quarter of 2017
Momentum Public Relations
Press Release: November 23, 2017
MONTREAL, QUEBEC–(Marketwired – Nov. 23, 2017) – AtmanCo Inc. (“AtmanCo” or the “Company”) (TSX VENTURE:ATW) announces its third quarter results ending September 30, 2017.
Highlights of its third quarter:
- Revenues up by $2.4m from last year to reach $2.7m.
- Order book of $10.5m, up by $9.7m from last year.
- Cash flows from operations of $-1k, up by $129k from last year.
- Closing of the acquisition of VuduMobile Inc. (‘VuduMobile’) on October 1, 2017.
- Signatures of letters of intent for the acquisitions of PlusMobile LLC (‘PlusMobile’) and Services Appwapp Inc. (‘Appwapp’).
« In the third quarter of 2017, we have completed the integration and harmonization of VoxTel activities into AtmanCo and pursued the development of promising business opportunities for the future including those announced in the recent months. Otherwise, due to all those efforts, some opportunities had been delayed but we are confident they would materialize in the coming quarters while growing our revenues and order book accordingly. Moreover, as the continuation of our growth plan in fast growing industries such as messaging, interactive communication and monetization, we are pleased to have completed the acquisition of VuduMobile and come to an agreement to acquire both PlusMobile and Appwapp. This should also allow us to diversify our operations and continue to build our database with the objective of becoming a world leader in the monetization of communication solutions », said President and CEO of AtmanCo, Michel Guay.
The above data includes a summary of highlights. For further information, please consult the Corporation’s interim consolidated financial statement as well as the Management Report for the quarter ended September 30, 2017 at www.sedar.com.
ABOUT ATMANCO
AtmanCo (TSX VENTURE:ATW) is a leader in information technology, owner of several web platforms including VoxTel, Québec Rencontres, VuduMobile, Atman and Bloomed. VoxTel offers various interactive landline and mobile carrier billing phone solutions. Quebec Rencontres is a web and mobile social network application catered to building serious and sustainable relationships. VuduMobile is specialized the text messaging business for enterprises through its unique, user-friendly and bilingual test messaging application et turnkey solution allowing management of text message management programs in all kind of businesses. 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
mguay@atmanco.com
Simon Bedard, CA, CPA, CFA, MBA
CFO
514.935.5959 ext. 304
sbedard@atmanco.com
www.atmanco.com
AtmanCo has Signed a Partnership Agreement with Group V Media for the Voting Platform
Momentum Public Relations
Press Release: November 13, 2017
MONTREAL, QUEBEC–(Marketwired – Nov. 13, 2017) -AtmanCo Inc. (“AtmanCo” or the “Company”) (TSX VENTURE:ATW) following its success as a voting and phone billing supplier in the industry of television (Taxi Payant, La Voix, La Voix Junior), Voxtel is announcing today the signing of an agreement with Group V Media owner of V, MusiquePlus and Max to provide voting services for its new forefront TV shows “Occupation Double” et “Danser Pour Gagner”, and create a greater interactivity with audiences.
Groupe V Media also owns digital properties, most notably the content platform noovo.ca, the online boutique BoutiqueNoovo.ca and the 25Stanley.com sports blog.
We are pleased to be offering Groupe V Media audiences a reliable and easy to use voting platform and multiple channels that can support the high volume during peak voting periods of the popular episodes of “Occupation Double” and during live shows of “Danser pour Gagner”. “We have a very unique expertise in Quebec and Canada and we are called more and more to play an active role in the strategic planning of the voting and interactive marketing tools used in television in order to engage audiences and to place viewers at the core of the entertainment experience” » says Ms. Catherine Dumas, Senior Manager, Business Development – Consumer market at AtmanCo.
Additional information regarding the Company are 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, VuduMobile, Atman and Bloomed. VoxTel offers various interactive landline and mobile carrier billing phone solutions. Quebec Rencontres is a web and mobile social network application catered to building serious and sustainable relationships. VuduMobile is specialized the text messaging business for enterprises through its unique, user-friendly and bilingual text messaging application and turnkey solution allowing management of text message management programs in all kind of businesses. 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
Tel.: 514.935.5959 ext. 301
mguay@atmanco.com
Simon Bedard, CA, CPA, CFA, MBA
CFO
Tel.: 514.935.5959 ext. 304
sbedard@atmanco.com
www.atmanco.com
- Published in Atmanco, Mobile Technology, News Home, Technology
AtmanCo Completes the Acquisition of VuduMobile and Signed a Letter of Intent to Acquire Appwapp
Momentum Public Relations
Press Release: October 3, 2017
MONTREAL, QUEBEC–(Marketwired – Oct. 3, 2017) – AtmanCo Inc. (“AtmanCo” or the “Company”) (TSX VENTURE:ATW) is pleased to announce the completion of its previously-announced acquisition of VuduMobile for a total purchase price of $600,000, including $250,000 paid cash immediately, $288,560 through the immediate issuance of 1 697 411 common shares at a price of $0.17, $11,440 as a debt assumed and $50,000 as a balance of sale payable in two equal payments of $25,000 in six and twelve months from closing. The balance of sale will be adjusted by an amount equal to the surplus or deficit of a working capital ratio of 1.20x as well as for uncollected accounts receivable 120 days after closing. For more information on the acquisition of VuduMobile, please see the Company’s press release dated August 16, 2017.
Acquisition of Appwapp
The Company also announced the signature of a letter of intent for the acquisition of all the outstanding shares of Services Appwapp Inc. (“Appwapp”) for a total purchase price of $300,000, including $150,000 paid cash at closing, $125,000 through the issuance of common shares at closing at a price equal to the last weekly average closing price and $25,000 as a balance of sale payable in two equal payments of $12,500 in six and twelve months from closing. The balance of sale will be adjusted by an amount equal to any deficit to a working capital ratio of 1.20x as well as for uncollected accounts receivable 120 days after closing.
Appwapp offers web and mobile development services to a diversified corporate customer base including VuduMobile, a company newly acquired by AtmanCo.
The closing of this transaction between AtmanCo and VuduMobile, which are dealing at arm’s length, is conditional among other things on AtmanCo carrying out a satisfactory due diligence on VuduMobile, 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 16, 2017. No commission is payable and no change of control will result.
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.
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 Appwapp, 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 Appwapp’s operations, finances, legal condition, etc., (ii) AtmanCo and Appwapp’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 Appwapp on commercially-acceptable terms, (iv) the acquisition of Appwapp will allow AtmanCo to achieve the anticipated synergies, in particular with respect to Appwapp’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 Appwapp 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 Appwapp’s clients to refuse to acquire AtmanCo’s services or technical issues that prevent the integration of AtmanCo’s systems with those of Appwapp, (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.
ABOUT ATMANCO
AtmanCo (TSX VENTURE:ATW) is a leader in information technology in the telecom industry, 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
mguay@atmanco.com
www.atmanco.com
Simon Bedard, CA, CPA, CFA, MBA
CFO
514.935.5959 ext. 304
sbedard@atmanco.com
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