LX Ventures Signs Definitive Agreement to Acquire Copper.io, Inc.
VANCOUVER, BRITISH
COLUMBIA--(Marketwired - Jan. 24, 2014) - LX Ventures Inc. (TSX
VENTURE:LXV) ("LXV" or the "Company") and Copper.io, Inc. ("Copper") are pleased
to jointly announce the entering into of a definitive agreement (the
"Agreement") for the Company's acquisition of Copper. The acquisition will be
accomplished through consecutive statutory mergers between two subsidiaries of
the Company and Copper, with the resulting entity being a wholly owned
subsidiary of the Company formed under the laws of Delaware.
Pursuant to the Agreement, the Company will issue 2,183,333 common shares and pay $500,000 cash at closing, and issue up to an additional 3,472,222 and $1,500,000 cash upon Copper achieving certain monthly revenue milestones. The vendors may elect to be paid $500,000 in lieu of the final 694,444 common shares issued for the final milestone payment. Any milestones achieved prior to closing will be paid out at closing.
The common shares issued to the major shareholders of Copper will be subject to a 24 month pooling with cumulative 25% release entitlements on the dates that are 4, 12, 18 and 24 months after closing. The remaining common shares issued will be subject to a 12 month pooling with cumulative 50% release entitlements on the dates that are 4 and 12 months after closing.
The acquisition is expected to close on or before February 14, 2014. Completion of the acquisition remains subject to Exchange approval and other customary closing conditions.
The signing of the definitive agreement marks another significant milestone in LX Ventures' high growth strategy of acquiring, integrating and accelerating early stage, high potential, technology companies poised for breakout.
"We are very excited about this signing, as Copper's cloud technology, team, and strategy are poised for massive growth in 2014," said Mike Edwards, CEO of LX Ventures.
Ed Byrne, CEO of Copper, said, "We are thrilled to be joining forces with LX Ventures. The entire Copper.io team is excited about the opportunity to execute our business plans much more rapidly with access to LX Ventures' support, resources and relationships. This is truly a win-win for both parties."
About LX Ventures
LX Ventures is a publicly traded technology accelerator that acquires, integrates and accelerates high growth technology companies. We are vertically integrated with internal best-in-class practice area teams in sales, marketing, engineering and finance that are leveraged to turn our portfolio companies into industry leading organizations, one by one. We are in the business of building businesses. For further information about LX Ventures, please visit: www.lxventures.com.
About Copper
Copper.io provides full stack ops & monitoring in one place. Having deep roots in Cloud Usage and Analytics reporting, Copper.io has assembled a full stack developer toolset to help deploy, operate and monitor apps in the Cloud. Their focus has and will continue to be producing best-in-class Cloud deployment tools - by developers, for developers. For further information about Copper please visit: www.copper.io.
Pursuant to the Agreement, the Company will issue 2,183,333 common shares and pay $500,000 cash at closing, and issue up to an additional 3,472,222 and $1,500,000 cash upon Copper achieving certain monthly revenue milestones. The vendors may elect to be paid $500,000 in lieu of the final 694,444 common shares issued for the final milestone payment. Any milestones achieved prior to closing will be paid out at closing.
The common shares issued to the major shareholders of Copper will be subject to a 24 month pooling with cumulative 25% release entitlements on the dates that are 4, 12, 18 and 24 months after closing. The remaining common shares issued will be subject to a 12 month pooling with cumulative 50% release entitlements on the dates that are 4 and 12 months after closing.
The acquisition is expected to close on or before February 14, 2014. Completion of the acquisition remains subject to Exchange approval and other customary closing conditions.
The signing of the definitive agreement marks another significant milestone in LX Ventures' high growth strategy of acquiring, integrating and accelerating early stage, high potential, technology companies poised for breakout.
"We are very excited about this signing, as Copper's cloud technology, team, and strategy are poised for massive growth in 2014," said Mike Edwards, CEO of LX Ventures.
Ed Byrne, CEO of Copper, said, "We are thrilled to be joining forces with LX Ventures. The entire Copper.io team is excited about the opportunity to execute our business plans much more rapidly with access to LX Ventures' support, resources and relationships. This is truly a win-win for both parties."
About LX Ventures
LX Ventures is a publicly traded technology accelerator that acquires, integrates and accelerates high growth technology companies. We are vertically integrated with internal best-in-class practice area teams in sales, marketing, engineering and finance that are leveraged to turn our portfolio companies into industry leading organizations, one by one. We are in the business of building businesses. For further information about LX Ventures, please visit: www.lxventures.com.
About Copper
Copper.io provides full stack ops & monitoring in one place. Having deep roots in Cloud Usage and Analytics reporting, Copper.io has assembled a full stack developer toolset to help deploy, operate and monitor apps in the Cloud. Their focus has and will continue to be producing best-in-class Cloud deployment tools - by developers, for developers. For further information about Copper please visit: www.copper.io.
ON BEHALF OF THE BOARD LX VENTURES INC. Mike Edwards, CEO
CAUTIONARY NOTE: FORWARD-LOOKING STATEMENTS. Other than statements of
historical fact, all statements included in this news release, including,
without limitation, statements regarding future plans and objectives of LX are
forward-looking statements that involve various risks and uncertainties. There
can be no assurance that such statements will prove to be accurate, and actual
results and future events could differ materially from those anticipated in such
statements. Factors that could cause actual results to differ materially from
those expected by LX are those risks described herein and from time to time, in
the filings made by LX with Canadian securities regulators. Those filings can be
found on the Internet at http://www.sedar.com.
Neither the TSX Venture Exchange nor its Regulatory Services Provider (as
that term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
FOR FURTHER INFORMATION PLEASE CONTACT: LX Ventures Inc. Keir Reynolds 778-998-9242 keir@lxventures.com www.lxventures.com Source: LX Ventures Inc.
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