Perk Inc. Acquired by RhythmOne PLC

AUSTIN, Texas – January 19, 2017 – Perk Inc. (TSX: PER) (“Perk” or the “Company”) is pleased to announce the closing of the plan of arrangement under section 182 of the Business Corporations Act (Ontario) (the “Arrangement”) with RhythmOne PLC (“RhythmOne”) (LSE AIM: RTHM). Perk previously announced the signing of the arrangement agreement in respect of the Arrangement in a press release issued on December 5, 2016 and the issuance of the final order of the Ontario Superior Court of Justice (Commercial List) in respect of the Arrangement in a press release issued on January 16, 2017.

Pursuant to the Arrangement, RhythmOne acquired, through its wholly-owned subsidiary, RhythmOne (US) Holding, Inc., all of the issued and outstanding common shares and class A restricted voting shares of Perk (together, “Perk Shares”) and shareholders of Perk (“Perk Shareholders”) received 4.5116 ordinary shares of RhythmOne (“RhythmOne Shares”) for each Perk Share held.

An aggregate of 88,235,410 RhythmOne Shares were issued under the Arrangement in reliance on an exemption from the prospectus requirements under securities legislation available for an arrangement under statutory procedure.

Registered Perk Shareholders are reminded that, in order to receive RhythmOne Shares for their Perk Shares, they must complete and sign the letter of transmittal and deliver it, together with certificates representing their Perk Shares and the other required documents, to the depositary, TSX Trust Company (“TSX Trust”), in accordance with the instructions specified in the letter of transmittal and the management information circular of Perk dated December 16, 2016, copies of which are available on SEDAR at www.sedar.com.

Beneficial owners of Perk Shares whose Perk Shares are registered in the name of a broker, investment dealer, bank, trust company, depositary or other nominee should contact that nominee to determine how the nominee will arrange to have the Perk Shares delivered to TSX Trust in exchange for RhythmOne Shares under the Arrangement.

With the completion of the Arrangement, it is expected that the common shares of Perk will be de-listed from the Toronto Stock Exchange on or about January 20, 2017.

The RhythmOne Shares are listed on the AIM market of the London Stock Exchange plc (“AIM”) under the symbol “RTHM” and the new RhythmOne Shares were admitted to trading today, January 19, 2017.

Trades on the AIM cannot be settled through the usual Canadian settlement system.  Shareholders who desire to trade RhythmOne Shares received pursuant to the Arrangement in on-market transactions on AIM will need to contact a broker or custodian that is a participant of CREST, which is the securities settlement system used by companies traded on AIM.  In order to effect trades outside the CREST system, a shareholder should contact their broker or contact RhythmOne’s transfer agent, Computershare Investor Services plc.

About Perk

Perk’s Rewarded Engagement Platform brings together the interests of advertisers and consumers to deliver profound insights and actionable results. With Perk, brands form deep connections with consumers to achieve greater engagement, loyalty, and conversion. Perk’s insights and intelligence solution, Perk IQ™, allows brands to measure performance and uncover valuable data around advertising attribution, brand impact, and purchase behavior. Additional information about Perk Inc. can be found at the Company’s corporate website: http://www.ir.perk.com.

About RhythmOne

RhythmOne is a technology-enabled digital media company that connects online audiences with brands through premium content across devices. Founded in 2004, RhythmOne pioneered Internet video search and works with digital advertisers, publishers and content providers to offer fully integrated, cross-screen solutions that span desktop and mobile video, rich media, display, social and native advertising, and content formats. Through its fully integrated programmatic platform, RhythmMax, RhythmOne represents digital advertising inventory across owned, controlled and extended supply sources. The RhythmMax platform includes unique brand safety technology, RhythmGuard, which combines leading third-party verification and proprietary filtering technologies to ensure inventory quality in brand safe environments.  RhythmOne’s goal is to maximize the return on advertising spend and provide the most efficient and effective marketplace for digital advertising. RhythmOne is headquartered in San Francisco, California with offices in the US, UK and Canada. For more information, please visit www.rhythmone.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release may contain forward-looking statements, including which may relate to, but which may not be limited to, Perk’s business; Perk’s strategy, operations and financial performance; Perk’s user and advertiser engagement; Perk’s ability to establish new marketing partnerships; Perk’s ability to expand into new markets; and Perk’s ability to acquire and integrate new businesses and technologies. Such forward-looking statements reflect Perk’s expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. When used herein, the words “anticipate”, “believe”, “estimate”, “upcoming”, “plan”, “target”, “intend” and “expect” and similar expressions, as they relate to Perk or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to Perk and are subject to a number of risks, uncertainties, and other factors that could cause Perk’s actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements, including, but not limited to: maintenance by Perk of relationships with advertising network providers and partners; successful development of the “Perk” brand; Perk’s ability to keep up with rapid technology developments in Perk’s markets; Perk’s ability to avoid defects in products and services delivered by Perk; Perk’s ability to attract app and website developers to its SDK’s; Perk’s ability to successfully enter new business areas and geographic markets; and the success of new products developed by Perk; Perk’s ability to retain key members of its management team. Perk does not undertake to update any forward-looking statement, except as required by law.

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Perk Inc. Shareholders Approve Plan of Arrangement with RhythmOne PLC

AUSTIN, Texas — January 12, 2017 — Perk Inc. (TSX: PER) (“Perk” or the “Company”) announced that at a special meeting of shareholders held earlier today (the “Meeting”), Perk shareholders voted in favour of the proposed transaction pursuant to which RhythmOne PLC (“RhythmOne”) agreed to acquire all of the issued and outstanding common shares and class A restricted voting shares of Perk by way of a plan of arrangement under section 182 of the Business Corporations Act (Ontario) (the “Arrangement”). The Arrangement was approved by approximately 99.996% of the votes cast by all of the Perk shareholders eligible to vote at the Meeting.

Completion of the Arrangement remains conditional on approval by the Ontario Superior Court of Justice (Commercial List) and certain other closing conditions customary for transactions of this nature. Subject to obtaining such court approval and the satisfaction or waiver of all other closing conditions, it is anticipated that the Arrangement will be completed on or about January 18, 2017.

About Perk

Perk’s Rewarded Engagement Platform brings together the interests of advertisers and consumers to deliver profound insights and actionable results. With Perk, brands form deep connections with consumers to achieve greater engagement, loyalty, and conversion. Perk’s insights and intelligence solution, Perk IQ™, allows brands to measure performance and uncover valuable data around advertising attribution, brand impact, and purchase behavior. Additional information about Perk Inc. can be found at the Company’s corporate website: http://www.ir.perk.com.

About RhythmOne

RhythmOne is a technology-enabled digital media company that connects online audiences with brands through premium content across devices. Founded in 2004, RhythmOne pioneered Internet video search and works with digital advertisers, publishers and content providers to offer fully integrated, cross-screen solutions that span desktop and mobile video, rich media, display, social and native advertising, and content formats. Through its fully integrated programmatic platform, RhythmMax, RhythmOne represents digital advertising inventory across owned, controlled and extended supply sources. The RhythmMax platform includes unique brand safety technology, RhythmGuard, which combines leading third-party verification and proprietary filtering technologies to ensure inventory quality in brand safe environments. RhythmOne’s goal is to maximize the return on advertising spend and provide the most efficient and effective marketplace for digital advertising. RhythmOne is headquartered in San Francisco, California with offices in the US, UK and Canada. For more information, please visit www.rhythmone.com.

Cautionary Statement Regarding Forward-Looking Information

This press release may contain forward-looking statements, including which may relate to, but which may not be limited to, Perk’s business; Perk’s strategy, operations and financial performance; Perk’s user and advertiser engagement; Perk’s ability to establish new marketing partnerships; Perk’s ability to expand into new markets; and Perk’s ability to acquire and integrate new businesses and technologies. Such forward-looking statements reflect Perk’s expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. When used herein, the words “anticipate”, “believe”, “estimate”, “upcoming”, “plan”, “target”, “intend” and “expect” and similar expressions, as they relate to Perk or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to Perk and are subject to a number of risks, uncertainties, and other factors that could cause Perk’s actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements, including, but not limited to: maintenance by Perk of relationships with advertising network providers and partners; successful development of the “Perk” brand; Perk’s ability to keep up with rapid technology developments in Perk’s markets; Perk’s ability to avoid defects in products and services delivered by Perk; Perk’s ability to attract app and website developers to its SDK’s; Perk’s ability to successfully enter new business areas and geographic markets; and the success of new products developed by Perk; Perk’s ability to retain key members of its management team. Perk does not undertake to update any forward-looking statement, except as required by law.

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Perk Inc. Files Supplement to Management Information Circular for Proposed Acquisition by RhythmOne PLC

AUSTIN, Texas — December 22, 2016 — Perk Inc. (TSX: PER) (“Perk” or the “Company”) announced today that it has filed on SEDAR a supplement (the “Supplement”) to its management information circular dated December 16, 2016 (the “Circular”) in respect of Perk’s special meeting of shareholders to be held at 10:00 am (Toronto time) on January 12, 2017 at the offices of Torys LLP at Suite 3000, 79 Wellington Street West, Toronto, Ontario. The Supplement amends the Circular to update certain information with respect to the principal holders of voting securities of the Company.

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Perk Inc. Files Management Information Circular for Proposed Acquisition by RhythmOne PLC

AUSTIN, Texas — December 21, 2016 — Perk Inc. (TSX: PER) (“Perk” or the “Company”) announced today that it has filed on SEDAR and mailed to Perk shareholders the notice of special meeting, management information circular, letter of transmittal and related proxy materials in respect of Perk’s special meeting of shareholders (the “Special Meeting”) to be held at 10:00 am (Toronto time) on January 12, 2017 at the offices of Torys LLP at Suite 3000, 79 Wellington Street West, Toronto, Ontario.

The Arrangement

On December 5, 2016, Perk announced that it has entered into a definitive agreement (the “Agreement”) with RhythmOne PLC (“RhythmOne”) (LSE AIM: RTHM), pursuant to which RhythmOne agreed to acquire all of the issued and outstanding common and class A restricted voting shares of Perk (collectively, the “Perk Shares”) by way of plan of arrangement (the “Arrangement”) under section 182 of the Business Corporations Act (Ontario) in an all-stock transaction (the “Transaction”) valued at approximately US$42.5 million. 

The Board of Directors of Perk and RhythmOne have unanimously approved the Transaction and have determined that the Transaction is in the best interests of the respective companies.

Transaction Details

Pursuant to the terms of the Agreement, holders of Perk Shares will be entitled to receive 4.5116 RhythmOne shares for each Perk Share held. Based on RhythmOne’s 30-day VWAP of £0.381 per share as of December 2, 2016, the Transaction is valued at approximately US$42.5 million. This represents consideration of C$2.90 per Perk Share and a premium of 11.5% to Perk’s closing price on December 2, 2016, and a premium of 43.6% to Perk’s 30-day VWAP ending on December 2, 2016. Upon completion of the Transaction, Perk will become a wholly-owned subsidiary of RhythmOne.

The Agreement provides that Perk may consider and accept unsolicited superior proposals, subject to a termination fee payable to RhythmOne and a right for RhythmOne to match any superior proposals.

Each of the directors and certain of the senior officers of Perk, as well as AVG Ventures, LP (a Perk Shareholder that is a related party to one of Perk’s directors), together with certain other Perk Shareholders, representing in aggregate approximately 56% of the issued and outstanding Perk Shares on a non-diluted basis have entered into customary voting and support agreements, pursuant to which they have agreed to vote their Perk Shares in favor of the Transaction.

The Transaction will be conducted by way of plan of arrangement under the Business Corporations Act (Ontario) and will require the approval of no less than 66 2/3% of the votes cast at the Special Meeting. In addition to the approval of Perk securityholders, closing of the Transaction is subject to the satisfaction of certain closing conditions customary for transactions of this nature. RhythmOne shareholders have preauthorized the issuance of the required shares needed to complete the Transaction.

Shareholder Voting

Registered Perk Shareholders as of the close of business on December 16, 2016 will receive notice of and be entitled to vote at the Special Meeting.

About Perk

Perk’s Rewarded Engagement Platform brings together the interests of advertisers and consumers to deliver profound insights and actionable results. With Perk, brands form deep connections with consumers to achieve greater engagement, loyalty, and conversion. Perk’s insights and intelligence solution, Perk IQ™, allows brands to measure performance and uncover valuable data around advertising attribution, brand impact, and purchase behavior. Additional information about Perk Inc. can be found at the Company’s corporate website: http://www.ir.perk.com.

About RhythmOne

RhythmOne is a technology-enabled digital media company that connects online audiences with brands through premium content across devices. Founded in 2004, RhythmOne pioneered Internet video search and works with digital advertisers, publishers and content providers to offer fully integrated, cross-screen solutions that span desktop and mobile video, rich media, display, social and native advertising, and content formats. Through its fully integrated programmatic platform, RhythmMax, RhythmOne represents digital advertising inventory across owned, controlled and extended supply sources. The RhythmMax platform includes unique brand safety technology, RhythmGuard, which combines leading third-party verification and proprietary filtering technologies to ensure inventory quality in brand safe environments. RhythmOne’s goal is to maximize the return on advertising spend and provide the most efficient and effective marketplace for digital advertising. RhythmOne is headquartered in San Francisco, California with offices in the US, UK and Canada. For more information, please visit www.rhythmone.com.

Cautionary Statement Regarding Forward-Looking Information

This press release may contain forward-looking statements, including which may relate to, but which may not be limited to, Perk’s business; Perk’s strategy, operations and financial performance; Perk’s user and advertiser engagement; Perk’s ability to establish new marketing partnerships; Perk’s ability to expand into new markets; and Perk’s ability to acquire and integrate new businesses and technologies. Such forward-looking statements reflect Perk’s expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. When used herein, the words “anticipate”, “believe”, “estimate”, “upcoming”, “plan”, “target”, “intend” and “expect” and similar expressions, as they relate to Perk or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to Perk and are subject to a number of risks, uncertainties, and other factors that could cause Perk’s actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements, including, but not limited to: maintenance by Perk of relationships with advertising network providers and partners; successful development of the “Perk” brand; Perk’s ability to keep up with rapid technology developments in Perk’s markets; Perk’s ability to avoid defects in products and services delivered by Perk; Perk’s ability to attract app and website developers to its SDK’s; Perk’s ability to successfully enter new business areas and geographic markets; and the success of new products developed by Perk; Perk’s ability to retain key members of its management team. Perk does not undertake to update any forward-looking statement, except as required by law.

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Perk Inc. Obtains Interim Order for Plan of Arrangement

AUSTIN, Texas — December 16, 2016 — Perk Inc. (TSX: PER) (“Perk” or the “Company”) announced today that it has obtained an interim order of the Ontario Superior Court of Justice. The interim order provides for, among other things, the holding of a special meeting of the holders of common shares and class A restricted voting shares of Perk (the “Special Meeting”) to approve the previously announced arrangement under the Business Corporations Act (Ontario) with RhythmOne PLC (“RhythmOne”) (LSE AIM: RTHM).

The Special Meeting is to be held at 10:00 am (Toronto time) on January 12, 2017 at the offices of Torys LLP at Suite 3000, 79 Wellington Street West, Toronto, Ontario.

Perk intends to mail the notice of special meeting and management information circular, together with the letter of transmittal and related proxy materials in respect of the Special Meeting to shareholders of record on or about December 21, 2016.

The Arrangement

On December 5, 2016, Perk announced that it has entered into a definitive agreement (the “Agreement”) with RhythmOne, pursuant to which RhythmOne agreed to acquire all of the issued and outstanding common and class A restricted voting shares of Perk (collectively, the “Perk Shares”) by way of plan of arrangement under section 182 of the Business Corporations Act (Ontario) in an all-stock transaction (the “Transaction”) valued at approximately US$42.5 million.

The Board of Directors of Perk and RhythmOne have unanimously approved the Transaction and have determined that the Transaction is in the best interests of the respective companies.

Transaction Details

Pursuant to the terms of the Agreement, holders of Perk Shares will be entitled to receive 4.5116 RhythmOne shares for each Perk Share held. Based on RhythmOne’s 30-day VWAP of £0.381 per share as of December 2, 2016, the Transaction is valued at approximately US$42.5 million. This represents consideration of C$2.90 per Perk Share and a premium of 11.5% to Perk’s closing price on December 2, 2016, and a premium of 43.6% to Perk’s 30-day VWAP ending on December 2, 2016. Upon completion of the Transaction, Perk will become a wholly-owned subsidiary of RhythmOne.

The Agreement provides that Perk may consider and accept unsolicited superior proposals, subject to a termination fee payable to RhythmOne and a right for RhythmOne to match any superior proposals.

Each of the directors and certain of the senior officers of Perk, as well as AVG Ventures, LP (a Perk Shareholder that is a related party to one of Perk’s directors), together with certain other Perk Shareholders, representing in aggregate approximately 56% of the issued and outstanding Perk Shares on a non-diluted basis have entered into customary voting and support agreements, pursuant to which they have agreed to vote their Perk Shares in favor of the Transaction.

The Transaction will require the approval of no less than 66 2/3% of the votes cast at the Special Meeting. In addition to the approval of Perk securityholders, closing of the Transaction is subject to the satisfaction of certain closing conditions customary for transactions of this nature. RhythmOne shareholders have preauthorized the issuance of the required shares needed to complete the Transaction.

Shareholder Voting

Registered Perk Shareholders as of the close of business on December 16, 2016 will receive notice of and be entitled to vote at the Special Meeting.

About Perk

Perk’s Rewarded Engagement Platform brings together the interests of advertisers and consumers to deliver profound insights and actionable results. With Perk, brands form deep connections with consumers to achieve greater engagement, loyalty, and conversion. Perk’s insights and intelligence solution, Perk IQ™, allows brands to measure performance and uncover valuable data around advertising attribution, brand impact, and purchase behavior. Additional information about Perk Inc. can be found at the Company’s corporate website: http://www.ir.perk.com.

About RhythmOne

RhythmOne is a technology-enabled digital media company that connects online audiences with brands through premium content across devices. Founded in 2004, RhythmOne pioneered Internet video search and works with digital advertisers, publishers and content providers to offer fully integrated, cross-screen solutions that span desktop and mobile video, rich media, display, social and native advertising, and content formats. Through its fully integrated programmatic platform, RhythmMax, RhythmOne represents digital advertising inventory across owned, controlled and extended supply sources. The RhythmMax platform includes unique brand safety technology, RhythmGuard, which combines leading third-party verification and proprietary filtering technologies to ensure inventory quality in brand safe environments. RhythmOne’s goal is to maximize the return on advertising spend and provide the most efficient and effective marketplace for digital advertising. RhythmOne is headquartered in San Francisco, California with offices in the US, UK and Canada. For more information, please visit www.rhythmone.com.

Cautionary Statement Regarding Forward-Looking Information

This press release may contain forward-looking statements, including which may relate to, but which may not be limited to, Perk’s business; Perk’s strategy, operations and financial performance; Perk’s user and advertiser engagement; Perk’s ability to establish new marketing partnerships; Perk’s ability to expand into new markets; and Perk’s ability to acquire and integrate new businesses and technologies. Such forward-looking statements reflect Perk’s expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. When used herein, the words “anticipate”, “believe”, “estimate”, “upcoming”, “plan”, “target”, “intend” and “expect” and similar expressions, as they relate to Perk or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to Perk and are subject to a number of risks, uncertainties, and other factors that could cause Perk’s actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements, including, but not limited to: maintenance by Perk of relationships with advertising network providers and partners; successful development of the “Perk” brand; Perk’s ability to keep up with rapid technology developments in Perk’s markets; Perk’s ability to avoid defects in products and services delivered by Perk; Perk’s ability to attract app and website developers to its SDK’s; Perk’s ability to successfully enter new business areas and geographic markets; and the success of new products developed by Perk; Perk’s ability to retain key members of its management team. Perk does not undertake to update any forward-looking statement, except as required by law.

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Perk Inc. to be Acquired by RhythmOne PLC

AUSTIN, Texas – December 5, 2016 – Perk Inc. (TSX: PER) (“Perk” or “the Company”) is pleased to announce that it has entered into a definitive agreement (the “Agreement”) with RhythmOne PLC (“RhythmOne”) (LSE AIM: RTHM), pursuant to which RhythmOne has agreed to acquire all of the issued and outstanding Common and Class A Restricted voting shares of Perk (the “Perk Shares”) by way of plan of arrangement in an all-stock transaction (the “Transaction”) valued at approximately US$42.5 million.

“We are pleased to announce this transaction, which will deliver a significant premium for Perk shareholders and yield an investment in a larger-scale digital media company with enhanced stock liquidity,” commented Ted Hastings, Chief Executive Officer of Perk. “Founded in 2004, RhythmOne is a leader in the technology-enabled advertising market. RhythmOne’s revenue for the fiscal year ended March 31, 2016 was US$166.7 million. It has a strong, debt-free balance sheet, including over US$69 million in cash and marketable securities as at September 30, 2016. At Perk, we have built a large and engaged mobile audience and we have been evaluating options to accelerate growth and scale. We anticipate the combined operations will drive higher fill rates and CPM for Perk’s advertising inventory over the long-term, which will be unique and highly complementary to RhythmOne’s industry-leading programmatic trading platform. This transaction improves our overall scale of operations, advertiser reach, balance sheet and stock liquidity, while providing a material premium to Perk shareholders. We are confident in the synergies that will stem from this transaction, and we look forward to joining the RhythmOne team to continue our growth trajectory.”

Strategic Rationale

  • Premium to Perk Shareholders: Upon completion of the Acquisition and exercise of Perk’s employee options, each Perk Share will be exchanged for 4.5116 RhythmOne shares. Using a CAD/GBP exchange rate of 1.6868 on 2 December 2016, the value of the consideration to be received by Perk shareholders based on RhythmOne’s 30-day VWAP of £0.381 per share will be approximately C$2.90 per Perk Share, representing a premium of 11.5% to Perk’s closing price of C$2.60 on 2 December 2016, and a premium of 43.6% to Perk’s 30-day VWAP of C$2.02.
  • Greater Scale: Perk will benefit from additional scale through RhythmOne’s established programmatic platform, RhythmMax. The Transaction will give Perk access to over 600 brands, 441 million global unique users and relationships with over 900 professional publishers.
  • Improved Competitive Positioning: The Transaction improves the competitiveness of both companies on the supply and demand side. Perk’s highly engaged and verifiable audience will attract new and repeat demand partners to RhythmOne’s platform, driving higher fill rates and pricing for both companies.
  • Revenue and Cost Synergies: The complementary product offerings of Perk and RhythmOne are expected to enhance the combined company’s ability to further penetrate its core target market and enable the delivery of an enhanced digital advertising platform. The Transaction creates a company with a more diversified customer base, higher quality revenue and EBITDA and significant opportunities for revenue and cost synergies.
  • Greater Liquidity Profile for Shareholders: Upon completion of the Transaction, Perk Shareholders will benefit from RhythmOne’s improved liquidity profile on the London Stock Exchange’s Alternative Investment Market.
  • Expanded Leadership Team: Ted Hastings, Perk’s Chief Executive Officer, together with Perk’s senior management team will join RhythmOne upon completion of the Transaction. Perk’s long track record of success in building, managing and profitably scaling B2C web properties and apps will directly complement RhythmOne’s expertise in building and managing B2B Ad Tech businesses, while also providing scale and infrastructure to help accelerate growth.

The Board of Directors of Perk and RhythmOne have unanimously approved the Transaction and have determined that the Transaction is in the best interest of the respective companies. 

Transaction Details

Pursuant to the terms of the Agreement, holders of Perk Shares will be entitled to receive 4.5116 RhythmOne common shares for each Perk Share held. Based on RhythmOne’s 30-day VWAP of £0.381 per share as of December 2, 2016, the Transaction is valued at approximately US$42.5 million. This represents a consideration of C$2.90 per Perk Share and a premium of 11.5% to Perk’s closing price on December 2, 2016, and a premium of 43.6% to Perk’s 30-day VWAP ending on December 2, 2016. Upon completion of the Transaction, Perk will become a wholly-owned subsidiary of RhythmOne.

The Agreement provides that Perk may consider and accept unsolicited superior proposals, subject to a termination fee payable to RhythmOne and a right for RhythmOne to match any superior proposals.

Perk’s Board of Directors and senior management, and AVG Ventures, LP, representing, in aggregate, approximately 39% of outstanding Perk Shares, have entered into customary voting and support agreements, pursuant to which they have agreed to vote their Perk Shares in favor of the Transaction.

The Transaction will be conducted by way of plan of arrangement under the Business Corporations Act (Ontario) and will require the approval of no less than 66 2/3% of the votes cast at a special meeting of Perk securityholders that is expected to be held in mid-January 2017. In addition to the approval of Perk securityholders, closing of the Transaction is subject to the satisfaction of certain closing conditions customary for transactions of this nature. RhythmOne shareholders have preauthorized the issuance of the required shares needed to complete the Transaction.

Additional details of the Transaction will be provided to Perk securityholders in an information circular to be mailed in mid-December, 2016.

Financial and Legal Advisors

Beacon Securities Limited is acting as exclusive financial advisor to Perk and has provided an opinion to Perk’s Board of Directors to the effect that, as of December 4, 2016 and subject to the assumptions, limitations and qualifications set forth therein, the consideration to be received by Perk shareholders pursuant to the Transaction is fair, from a financial point of view, to such Perk shareholders. Torys LLP is acting as legal counsel for Perk in connection with the Transaction.

Cormark Securities Inc. is acting as financial advisor to RhythmOne and DLA Piper (Canada) LLP is acting as legal counsel to RhythmOne in connection with the Transaction.

Conference Call

Perk and RhythmOne will be hosting separate conference calls to discuss the Transaction.

RhythmOne hosted a webcast at 8:30am GMT; 3:30am EST on December 5, 2016. A replay of the webcast can be found at on RhythmOne’s website at https://investor.rhythmone.com/.

Perk will be hosting a conference call later this morning at 8:30 am EST on December 5, 2016.

The dial-in numbers are:

Live Participant Dial-In (Toll-Free US & Canada):                 877-407-9711

Live Participant Dial-In (International):                                   412-902-1014

To listen to the live webcast, please go to ir.perk.com and click on the conference call link at the top of the page, or go to: http://perk.equisolvewebcast.com/transaction.

A copy of the presentation can be found on RhythmOne’s website at https://investor.rhythmone.com/ or Perk’s website at http://ir.perk.com/.

About Perk

Perk’s Rewarded Engagement Platform brings together the interests of advertisers and consumers to deliver profound insights and actionable results. With Perk, brands form deep connections with consumers to achieve greater engagement, loyalty, and conversion. Perk’s insights and intelligence solution, Perk IQ™, allows brands to measure performance and uncover valuable data around advertising attribution, brand impact, and purchase behavior.

Additional information about Perk Inc. can be found at the Company’s corporate website: http://www.ir.perk.com.

About RhythmOne

RhythmOne is a technology-enabled digital media company that connects online audiences with brands through premium content across devices. Founded in 2004, RhythmOne pioneered Internet video search and works with digital advertisers, publishers and content providers to offer fully integrated, cross-screen solutions that span desktop and mobile video, rich media, display, social and native advertising, and content formats. Through its fully integrated programmatic platform, RhythmMax, RhythmOne represents digital advertising inventory across owned, controlled and extended supply sources. The RhythmMax platform includes unique brand safety technology, RhythmGuard, which combines leading third-party verification and proprietary filtering technologies to ensure inventory quality in brand safe environments.  RhythmOne’s goal is to maximize the return on advertising spend and provide the most efficient and effective marketplace for digital advertising. RhythmOne is headquartered in San Francisco, California with offices in the US, UK and Canada. For more information, please visit www.rhythmone.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release may contain forward-looking statements, including which may relate to, but which may not be limited to, Perk’s business; Perk’s strategy, operations and financial performance; Perk’s user and advertiser engagement; Perk’s ability to establish new marketing partnerships; Perk’s ability to expand into new markets; and Perk’s ability to acquire and integrate new businesses and technologies. Such forward-looking statements reflect Perk’s expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. When used herein, the words “anticipate”, “believe”, “estimate”, “upcoming”, “plan”, “target”, “intend” and “expect” and similar expressions, as they relate to Perk or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to Perk and are subject to a number of risks, uncertainties, and other factors that could cause Perk’s actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements, including, but not limited to: maintenance by Perk of relationships with advertising network providers and partners; successful development of the “Perk” brand; Perk’s ability to keep up with rapid technology developments in Perk’s markets; Perk’s ability to avoid defects in products and services delivered by Perk; Perk’s ability to attract app and website developers to its SDK’s; Perk’s ability to successfully enter new business areas and geographic markets; and the success of new products developed by Perk; Perk’s ability to retain key members of its management team. Perk does not undertake to update any forward-looking statement, except as required by law.

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Perk Holiday Shopping Study Reveals That Half of Consumers Will Shop With Mobile on Cyber Monday

AUSTIN, Texas – November 18, 2016 – Perk Inc. (TSX: PER) (“Perk” or “the Company”), the Rewarded Engagement Platform that connects brands with consumers, today announces the results of a 2016 consumer Black Friday and Cyber Monday shopping study conducted through Perk IQTM, a builtin analytics solution which offers advanced audience targeting and insights capabilities.

The Perk IQ study collected opinions about Black Friday and Cyber Monday shopping plans through Perk’s panel of members. According to the study:

  • More people plan to shop on Cyber Monday than Black Friday this year
  • Online shopping will dominate Black Friday, as more consumers said they will shop online than said they will shop in stores
  • 46% of Cyber Monday shoppers will shop with a mobile device
  • Black Friday shoppers make planned purchases, while Cyber Monday shopping is more spontaneous

“Holiday Shopping is extremely important for many of our brand and retail partners. As has been the trend in the last few years, our research found that mobile will play an important role in Black Friday and Cyber Monday shopping. Our ability to collect a wide range of data in a timely manner through Perk IQ provides valuable insights that help our brand partners understand their impact this holiday season and where they should be deploying their advertising budgets,” says Ted Hastings, CEO of Perk.

This Perk IQ study was conducted via an online survey of Perk members in November 2016. The full report on the results of this study, including data on Thanksgiving shopping, can be accessed here.

About Perk

Perk’s Rewarded Engagement Platform brings together the interests of advertisers and consumers to deliver profound insights and actionable results. With Perk, brands form deep connections with consumers to achieve greater engagement, loyalty, and conversion. Perk’s insights and intelligence solution, Perk IQ™, allows brands to measure performance and uncover valuable data around advertising attribution, brand impact, and purchase behavior.

Additional information about Perk Inc. can be found at the Company’s corporate website: http://www.ir.perk.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release may contain forward-looking statements, including which may relate to, but which may not be limited to, Perk’s business; Perk’s strategy, operations and financial performance; Perk’s user and advertiser engagement; Perk’s ability to establish new marketing partnerships; Perk’s ability to expand into new markets; and Perk’s ability to acquire and integrate new businesses and technologies. Such forward-looking statements reflect Perk’s expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. When used herein, the words “anticipate”, “believe”, “estimate”, “upcoming”, “plan”, “target”, “intend” and “expect” and similar expressions, as they relate to Perk or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to Perk and are subject to a number of risks, uncertainties, and other factors that could cause Perk’s actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements, including, but not limited to: maintenance by Perk of relationships with advertising network providers and partners; successful development of the “Perk” brand; Perk’s ability to keep up with rapid technology developments in Perk’s markets; Perk’s ability to avoid defects in products and services delivered by Perk; Perk’s ability to attract app and website developers to its SDK’s; Perk’s ability to successfully enter new business areas and geographic markets; and the success of new products developed by Perk; Perk’s ability to retain key members of its management team. Perk does not undertake to update any forward-looking statement, except as required by law.

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Perk Inc. Reports 2016 Third Quarter Financial Results Highlighted by a 41% Increase in Revenues

Austin, Texas, November 14, 2016 – Perk Inc. (TSX: PER) (“Perk” or “the Company”), the Rewarded Engagement Platform that connects brands with consumers, reported today its operating and financial results for the third quarter and nine-month period ended September 30, 2016. Unless otherwise noted, all amounts are in US dollars.

2016 Third Quarter Highlights (all comparisons to the same prior year period)

  • Total revenue increased approximately 41% to $18.7 million.
  • Gross Profit was $7.3 million, or 39% of total revenue.
  • Net income was approximately $2.8 million as compared to a net loss of $0.9 million.
  • Earnings of $0.12 per share, as compared to a loss per share of $0.05.
  • Excluding the results of Corona Labs Inc. (“Corona”) (which was disposed of in the quarter), Adjusted EBITDA (as defined below) was $2.8 million compared to $2.3 million of Adjusted EBITDA for the prior year period. See the table “Reconciliation of net income (loss) to Adjusted EBITDA” at the end of this release.

2016 Year-to-Date Highlights (all comparisons to the same prior year period)

  • Total revenue increased 67% to $52.8 million for the nine months ended September 30, 2016.
  • Gross Profit was $23.2 million, or 44% of total revenue.
  • Net income was approximately $0.02 million, as compared to a net loss of $18.3 million.
  • Excluding the results of Corona, Adjusted EBITDA of $5.9 million, compared to Adjusted EBITDA of $4.0 million for the same period of the prior year.

Management Commentary

Ted Hastings, Chief Executive Officer of Perk commented, “We reported a 41% increase in revenue, maintained our strong capital position and achieved Adjusted EBITDA of $2.8 million excluding the results of Corona which we disposed of in the quarter. We also closed two significant transactions that resulted in the buyback of approximately 18% of the Company’s stock and we utilized our strong cash position to eliminate obligations from our balance sheet that will allow us to retain 100% of the EBITDA generated going forward. We believe that the transactions that occurred demonstrate management’s confidence in the future and belief in the true value of the Company.”

Mr. Hastings continued, “In addition, during the third quarter we developed and launched Perk IQ™, an analytics platform that puts us ahead of the competition by delivering targeted advertising for our brands and having the capability to measure a brand’s campaigns performance with tailored research and pre and post-campaign studies.”

2016 Third Quarter Operational Review

  • The Company launched Perk IQ, an advanced audience targeting and insight solution that enables advanced segmentation and audience targeting across Perk properties to help brands target consumers.
  • During the quarter, the Company bought out the remaining EBITDA based earn-out obligations owed to Orion Foundry (Canada) Inc. (“Orion”) pursuant to the asset purchase agreement entered into between the Company’s subsidiary, Perk Canada, and Orion on April 13, 2015. The Company paid $1.8 million to buy out the remaining earn-out obligations.
  • Perk increased its credit facility with present lender, Silicon Valley Bank, from $4.5 million to $17.3 million. The Company used a portion of the facility to fund the Orion EBITDA buyout.
  • The Company completed the sale of Corona to Roj Niyogi, Chief Executive Officer of Corona. In consideration of the purchase, Mr. Niyogi returned to Perk for cancellation 1,879,532 common shares and 1,505,972 Class A restricted voting shares in the capital of Perk, representing all of the shares held by Mr. Niyogi in Perk, and Perk paid to Mr. Niyogi aggregate cash proceeds of $1.75 million. Additionally, over the 12-month period following closing of the transaction, Perk will pay up to a maximum of $0.75 million to help facilitate the transition of Corona’s operations to Mr. Niyogi. Mr. Niyogi also resigned as a Director and the President of Perk in conjunction with this transaction.
  • Perk closed a securities repurchase transaction with Function(X), Inc. (formerly Viggle Inc.) (“FNCX”) resulting in the repurchase for cancellation of 1,012,968 Perk securities held by FNCX (the “Repurchased Securities”) in exchange for payment to FNCX of aggregate cash proceeds of $1.3 million. The Repurchased Securities were previously issued to FNCX on February 8, 2016 in connection with the purchase by Perk of all of FNCX’s interests in the Viggle App, including its rights to the Viggle name and brand.

2016 Restatement

  • The Company retroactively restated its previously issued unaudited interim condensed consolidated statement of operations and comprehensive loss to reflect the following:
    • On November 25, 2015, Perk acquired the shares of Playerize Network Inc. After reviewing the operations of Playerize, Management determined that Playerize is acting as an agent when conducting certain direct payment and performance advertising platform transactions and revenues generated must be recorded net of the related revenue share payments made to third party publishers in accordance with applicable International Financial Reporting Standards. This change was implemented effective July 1, 2016 and the Company has retroactively restated the related revenue and cost of revenue for the three months ended March 31, 2016 and June 30, 2016 to reflect the updated revenue recognition policy. The change in accounting policy results in an equivalent reduction in revenue and cost of revenue of $1.2 million and $1.5 million for the three months ended March 31, 2016 and June 30, 2016, respectively. This change in accounting policy did not have a material impact on the Company’s annual audited financial statements for the year ended December 31, 2015. These adjustments did not have an impact on the Company’s Adjusted EBITDA, gross profit, comprehensive loss, income tax payable, cash flow, deferred tax liabilities, current or deferred income tax expense (recovery); and
    • A reduction in revenue from advertising barter transactions of $0.9 million with an equivalent decrease in marketing and user acquisition expense for the three months ended March 31, 2016. These reductions were necessary to accurately reflect advertising rates used in accounting for barter transactions. These adjustments did not have an impact on the Company’s Adjusted EBITDA, comprehensive loss, income tax payable, deferred income tax liabilities, current or deferred income tax expense (recovery).
  • For more information regarding the restatement please see the “Restatement of 2016 Unaudited Interim Condensed Consolidated Financial Statements” section of this MD&A and Note 2 to the Company’s unaudited interim condensed consolidated financial statements for the three and nine months ended September 30, 2016.

2016 Third Quarter Financial Review

  • Total revenue for the third quarter of 2016 increased 41% to $18.7 million, as compared to $13.3 million during the third quarter of 2015. Excluding the impact from the Acquisitions, which excludes the results from the AppRedeem acquisition, the Playerize acquisition, the Corona acquisition and the Viggle acquisition (collectively the “Acquisitions”), revenue in the third quarter of 2016 increased 22% to $16.1 million, compared to $13.3 million during the same period in 2015. The increase in advertising revenues is a result of an increase in traffic and monetization of Perk’s mobile web and desktop properties which helped to offset lower fill rates from third party ad networks partners.
  • Perk reported cost of revenue, which is comprised of the costs of the rewards provided to users, platform fees, and traffic acquisition costs to its desktop and mobile websites and revenue sharing commissions, for the three months ended September 30, 2016 of $11.4 million compared to $7.0 million during the same period in 2015. Excluding the impact of the Acquisitions, cost of revenue as a percentage of revenue earned was 66% compared to 53% for the same period in 2015. The increase in cost of revenue was the result of growth of the business and monetization opportunities across the Company’s mobile web and desktop properties.
  • Gross profit for the three months ended September 30, 2016 was approximately $7.3 million, or 39% of revenues, compared to approximately $6.3 million, or 47% of revenues, for the third quarter of 2015. The reduction in gross margin as a percentage of revenue was the result of the growth in monetization opportunities on the Company’s owned and operated mobile web and desktop properties which typically generate margins on revenue at a lower rate than the Company’s mobile apps business.
  • Net income for the three months ended September 30, 2016 was $2.8 million compared to a net loss of $0.9 million for the same period during 2015.
  • Excluding the results of Corona, Adjusted EBITDA was approximately $2.8 million for the three months ended September 30, 2016, as compared to approximately $2.3 million of Adjusted EBITDA generated in the three months during the same period of the prior year.

2016 Year-to-Date Financial Review

  • Total revenue for the nine months ended September 30, 2016 was $52.8 million compared to $31.6 million during the same period in 2015. Perk’s revenue, excluding the impact of the Acquisitions, increased by $14.4 million to $45.6 million for the nine-month period ended September 30, 2016, as compared to the same period of the prior year.
  • Perk reported cost of revenue for the nine months ended September 30, 2016 of approximately $29.5 million compared to $17.3 million for the same prior year period. Excluding cost of revenue from the Acquisitions cost of revenue increased for the nine months ended September 30, 2016 by $10.9 million from the same prior year period.
  • Gross profit for the nine months ended September 30, 2016 was approximately $23.2 million, or 44% of revenues, compared to approximately $14.3 million, or 45% of revenues, for the same prior year period.
  • Net income for the nine months ended September 30, 2016 was approximately $0.02 million compared to a net loss of $18.3 million during the same prior year period.
  • For the nine months ended September 30, 2016, Adjusted EBITDA was approximately $3.4 million compared to $4.0 million during the same period in 2015. Excluding the Adjusted EBITDA loss of $1.4 million generated by the Acquisitions during the first nine months of 2016, Adjusted EBITDA was $4.8 million as compared to $4.0 million during the first nine months of 2015. For the nine months ended September 30, 2016, the Corona acquisition generated a $2.5 million Adjusted EBITDA loss, which was partially offset by positive Adjusted EBITDA from the other Acquisitions.

Balance Sheet Summary

  • Perk had cash and restricted marketable securities of approximately $10.7 million at September 30, 2016 compared with approximately $17.5 million at December 31, 2015.
  • At September 30, 2016, shareholders’ equity was approximately $32.2 million, compared to approximately $32.1 million at December 31, 2015.
  • At November 11, 2016, the Company had 18,654,408 common shares and 652,502 restricted common shares issued and outstanding.

Conference Call Details

Date/Time: Monday, November 14, 2016 at 12 pm ET

Live Participant Dial-In (Toll-Free US & Canada):  877-407-9711

Live Participant Dial-In (International):  412-902-1014

Webcast

The call will also be simultaneously webcast over the Internet via the “Investor Relations” section of Perk’s website at ir.perk.com or by clicking on the conference call link:  http://perk.equisolvewebcast.com/q3-2016.

About Perk Inc.

Perk’s Rewarded Engagement Platform brings together the interests of advertisers and consumers to deliver profound insights and actionable results. With Perk, brands form deep connections with consumers to achieve greater engagement, loyalty, and conversion. Perk’s insights and intelligence solution, Perk IQ™, allows brands to measure performance and uncover valuable data around advertising attribution, brand impact, and purchase behavior.

Additional information about Perk Inc. can be found at the Company’s corporate website: www.ir.perk.com.

Financial Information

A copy of Perk’s unaudited interim condensed consolidated financial statements for the three and nine months ended September 30, 2016, which are prepared in accordance with International Accounting Standard 34, Interim Financial Reporting (“IAS 34”) and Perk’s Management’s Discussion & Analysis, will be available on or before the date of this release via the Canadian Securities Administrators’ website at www.sedar.com or through the Company’s website at www.ir.perk.com.

Non-IFRS Measures

The Company defines Adjusted EBITDA as net income (loss) from operations before: (a) depreciation of property and equipment and amortization of intangible assets; (b) share-based compensation; (c) income tax expense (recovery); and (d) other charges, net. Management uses Adjusted EBITDA as a measure of the Company’s operating performance because it provides information related to the Company’s ability to provide operating cash flows for acquisitions, capital expenditures and working capital requirements. The Company also believes that analysts and investors use Adjusted EBITDA as a supplemental measure to evaluate the overall operating performance of companies in its industry. Adjusted EBITDA should be used in addition to and in conjunction with the results presented in the Company’s unaudited interim condensed consolidated financial statements prepared in accordance with IAS 34. Management strongly encourages investors to review the Company’s financial statements in their entirety and to not rely on any single financial measure. As non-IFRS financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-IFRS financial measures having the same or similar names.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements, including which may relate to, but which are not be limited to, Perk’s business; Perk’s strategy, operations and financial performance; Perk’s user and advertiser engagement; Perk’s ability to establish new marketing partnerships; Perk’s ability to expand into new markets; and Perk’s ability to acquire and integrate new businesses and technologies. Such forward-looking statements reflect Perk’s expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. When used herein, the words “anticipate”, “believe”, “estimate”, “upcoming”, “plan”, “target”, “intend” and “expect” and similar expressions, as they relate to Perk or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to Perk and are subject to a number of risks, uncertainties, and other factors that could cause Perk’s actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements, including, but not limited to: maintenance by Perk of relationships with advertising network providers and partners; successful development of the “Perk” brand; Perk’s ability to keep up with rapid technology developments in Perk’s markets; Perk’s ability to avoid defects in products and services delivered by Perk; Perk’s ability to attract app and website developers to Perk’s SDK’s; Perk’s ability to successfully enter new business areas and geographic markets; success of new products developed by Perk; Perk’s ability to retain key members of its management team; and certain other risk factors set forth in Perk’s Management’s Discussion and Analysis for the three and nine months ended September 30, 2016. Perk does not undertake to update any forward-looking statement, except as required by law.

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Perk Inc. Schedules 2016 Third Quarter Financial Results and Conference Call

Austin, Texas, November 07, 2016 – Perk Inc. (TSX: PER) (“Perk” or “the Company”), announced today that it expects to release its financial results for the third quarter ended September 30, 2016 on Monday, November 14, 2016.

Perk will conduct its quarterly conference call to discuss these results later that day at 12:00 p.m. ET.

The dial-in numbers are:

Live PARTICIPANT Dial-In (Toll-Free US & Canada):  877-407-9711

Live PARTICIPANT Dial-In (International):  412-902-1014

To listen to the live webcast, please go to: http://perk.equisolvewebcast.com/q3-2016.

About Perk Inc.

Perk’s Rewarded Engagement Platform brings together the interests of advertisers and consumers to deliver profound insights and actionable results. With Perk, brands form deep connections with consumers to achieve greater engagement, loyalty, and conversion. Perk’s insights and intelligence solution, Perk IQ™, allows brands to measure performance and uncover valuable data around advertising attribution, brand impact, and purchase behavior.

Additional information about Perk Inc. can be found at the Company’s corporate website: http://www.ir.perk.com.

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Perk Inc. Partners with Fortune 500 Company to Drive Increases in Purchase Intent and In-Store Conversion

Perk IQ Study Concludes that Partnership Fueled a 22% Increase in Purchases.

AUSTIN, Texas–October 12, 2016 – Perk Inc. (TSX: PER) (“Perk” or “the Company”), the Rewarded Engagement Platform that connects brands with consumers, today announces the results of a new brand study. The study was conducted for a Fortune 500 company’s campaign on Perk’s Viggle app, and found a 22% increase in purchases for the brand over the past thirty days.

The household products brand and Perk launched a second-screen engagement campaign corresponding to the hit television program, The Bachelorette. Using an interactive game and mobile ads on Perk’s Viggle app, the brand encouraged its target audience to engage with the show and its products. In addition, the brand employed Viggle’s geo-targeting capabilities to serve timely in-store promotions when users were within 200 feet of a designated retailer.

As a result, Perk IQ™ determined that the campaign achieved:

  • 22% increase in consumers who purchased the brand’s products in the past month
  • 25% increase in consumers very likely to purchase the brand’s products in the next month
  • Among users who participated in the geo-targeting promotion, 48% purchased the brand’s products

“We are proud to drive incredible results and engaging campaigns for our brand partners,” says Ted Hastings, CEO at Perk. “The biggest challenge for advertisers and brands is to get people to actively engage and take action. By utilizing second-screen engagement strategies and Perk IQ, we are able to drive specific actions and encourage consumers to interact with brands via exclusive content offered through the Perk Rewarded Engagement Platform.”

Perk recently announced the launch of Perk IQ, which offers brand and agency partners advanced audience targeting and insights capabilities. Partners are able to obtain insights throughout the entire buyer’s journey, including the ability to tie content and advertising engagement to in-store visits, brand lift, and purchase behavior. Pre-campaign and post-campaign studies are available for all Perk media partners.

About Perk

Perk’s Rewarded Engagement Platform brings together the interests of advertisers and consumers to deliver profound insights and actionable results. With Perk, brands form deep connections with consumers to achieve greater engagement, loyalty, and conversion. Perk’s insights and intelligence solution, Perk IQ™, allows brands to measure performance and uncover valuable data around advertising attribution, brand impact, and purchase behavior.

Additional information about Perk Inc. can be found at the Company’s corporate website: http://www.ir.perk.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release may contain forward-looking statements, including which may relate to, but which may not be limited to, Perk’s business; Perk’s strategy, operations and financial performance; Perk’s user and advertiser engagement; Perk’s ability to establish new marketing partnerships; Perk’s ability to expand into new markets; and Perk’s ability to acquire and integrate new businesses and technologies. Such forward-looking statements reflect Perk’s expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. When used herein, the words “anticipate”, “believe”, “estimate”, “upcoming”, “plan”, “target”, “intend” and “expect” and similar expressions, as they relate to Perk or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to Perk and are subject to a number of risks, uncertainties, and other factors that could cause Perk’s actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements, including, but not limited to: maintenance by Perk of relationships with advertising network providers and partners; successful development of the “Perk” brand; Perk’s ability to keep up with rapid technology developments in Perk’s markets; Perk’s ability to avoid defects in products and services delivered by Perk; Perk’s ability to attract app and website developers to its SDK’s; Perk’s ability to successfully enter new business areas and geographic markets; and the success of new products developed by Perk; Perk’s ability to retain key members of its management team. Perk does not undertake to update any forward-looking statement, except as required by law.

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