VoodooVox Inc. Announces Letter of Intent and Responds to Recent Trading Halt
TORONTO, ONTARIO--(Marketwire - May 9, 2012) - VoodooVox Inc. (TSX:VVX) -
This press release does not constitute and the subject matter hereof is not, an offer for sale or a solicitation of an offer to buy, in the United States or to any "U.S Person" (as such term is defined in Regulation S under the U.S. Securities Act of 1933, as amended (the "1933 Act")) of any equity or other securities of VoodooVox Inc. The securities of VoodooVox Inc. have not been registered under the 1933 Act and may not be offered or sold in the United States (or to a U.S. Person) absent registration under the 1933 Act or an applicable exemption from the registration requirements of the 1933 Act.
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN.
VoodooVox Inc. ("VoodooVox" or the "Company"), announced today that it has entered into a letter of intent (the "LOI") with a third-party technology company respecting a potential business combination transaction. The LOI includes an exclusivity period until June 30, 2012, which is intended, among other things, to provide VoodooVox and the third-party with sufficient time to conduct due diligence, consider the structure of the proposed transaction and negotiate various deal terms. Other than in respect of provisions relating to the exclusivity period and certain other limited obligations, the LOI is not binding on either party and may be terminated by either party. The LOI is subject to conditions, including satisfactory completion of due diligence, negotiation of formal legal documentation and other conditions that may be included in any definitive transaction agreements. The exact nature and structure of a transaction have not been determined and the LOI contemplates that the parties will have further discussions in that regard. Accordingly, VoodooVox cautions that there can be no assurance that a transaction will be completed with the third-party as contemplated by the LOI.
At the request of Market Surveillance, on behalf of the Toronto Stock Exchange, the Company is also providing an update concerning the trading halt imposed by Market Surveillance at 2:59 EST on Monday, May 7, 2012. The trading halt was imposed following receipt by TSX of a communication from the Company's transfer agent to the effect that it had suspended the delivery of stock transfer services to the Company. The suspension was resolved shortly thereafter as a result of discussions between the Company and its transfer agent. The Company's transfer agent has resumed providing stock transfer services to the Company.
About VoodooVox Inc.
VoodooVox uses consumer analytics to provide smarter mobile advertising services via the cloud to publishers, advertisers and operators. VoodooVox, which represents the combined assets and knowledge base of three companies, namely Call Genie Inc., UpSnap Services, LLC and VoodooVox, Inc. now processes billions of advertising transactions for a marquee list of global clients and partners. Currently, VoodooVox solutions are deployed in 11 countries around the world. www.voodoovox.com.
The TSX Exchange has neither approved nor disapproved the contents of this news release.