Buyout Allows Perk to Retain all EBITDA Generated in the Coming Quarters While Simultaneously Strengthening the Company’s Balance Sheet
Austin, Texas, August 16, 2016 – Perk Inc. (TSX: PER) (“Perk” or the “Company”), announced today that the Company has bought out the remaining EBITDA based earn-out obligations owing by Perk.com Canada Inc. (“Perk Canada”), a wholly owned subsidiary of the Company, to Orion Foundry (Canada) Inc. (“Orion”) pursuant to the asset purchase agreement entered into between Perk Canada and Orion on April 13, 2015 (the “Asset Purchase Agreement”) at 53% of the face value of such obligations.
Pursuant to the Asset Purchase Agreement, Perk Canada acquired certain assets (the “Purchased Assets”) and assumed specific liabilities of Orion that included websites, mobile apps, certain employees, and technology such as an online advertising customer acquisition platform, and capital assets. Under the terms of the purchase and sale agreement, Perk Canada was required to pay Orion a percentage of the EBITDA generated from the Purchased Assets until April 2018. In addition, Perk Canada issued an undertaking, which provided that should Orion receive less than a certain dollar value of tax credits, Perk Canada shall make an additional payment to Orion. At the time of the acquisition, Perk Canada measured these liabilities at fair value and accounted for the estimated payments as a provision for contingent consideration. Such liabilities represented approximately 22% of the Company’s total liabilities as at June 30, 2016.
The Company determined that it was in its best interest to utilize its strong cash and working capital position to buy out these liabilities at 53% of the face value of such liabilities based on their estimated fair value as at June 30, 2016.
Ted Hastings, Chief Executive Officer of Perk commented, “We were pleased that Orion accepted our offer to pay off the remaining balance due from the acquisition. As a result of this buyout, we are able to eliminate the contingent obligations from our balance sheet. Maintaining a strong capital position is important to the Company and this is another significant step forward, as this buyout will free up capital over the long term while retaining 100% of EBITDA we expect to generate. We are working to reinvest in our business and accelerate the worldwide adoption of Perk’s leading mobile rewards platform.”
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.
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.