Item
1.01 Entry into a Material Definitive Agreement
Textmunication Holdings, Inc. (“TXHD”) entered into
Advisory Agreements with
Mr. Thomas DiBenedetto and Mr. Joseph Griffin on July 9
th
,
2018.
Mr. DiBenedetto will
advise Textmunication on business execution, growth initiatives and strategic investment opportunities.
Mr.
Joseph Griffin will join Textmunication
as a financial investment advisor. In his role, he will advise the company on strategic
investment opportunities and investment execution.
Mr. DiBenedetto has
over 40 years’ experience in the investment business, having worked as an investment banker in New York with Morgan Stanley
& Co., Salomon Brothers, Inc. and Allen & Company, Incorporated. He is the founder and principal stockholder of two investment
firms, Boston International Group and its affiliate, Junction Investors, Ltd. During his career, he has also been involved in financing,
developing and investing in real estate. Since 1984, he has been a director of Alexander’s, Inc. where he assisted in the
company’s transition from a retail and merchandising business to a real estate investment trust. Alexander’s is an
affiliate of Vornado Realty, Inc., one of the largest real estate companies in the United States.
Mr. DiBenedetto began
investing in private technology companies in 1978 when he was at Allen & Company, Incorporated. He has developed and sold two
cellular telephone companies and has been a founder/director of several technology companies including Voice Signal Technologies,
Inc., the worldwide leading mobile voice recognition business which was sold to Nuance Communications in 2007 for $300 million;
Fortelligent, Inc., a predictive modeling firm which was sold to WPP, Inc. in 2007; Shaser Bioscience, a consumer personal products
company acquired in 2012 by Spectrum Brands in a deal valued at $100 million; and Semantic Machines, a conversational Artificial
Intelligence (AI) company which was recently acquired by Microsoft.
Mr. DiBenedetto serves as Chairman of Burst LLC. Burst is a leading
mobile video technology company helping content creators unlock the power of mobile video. The Burst platform is utilized by media
companies, publishers and brands who want to leverage the power of both user-generated and “controlled” content. Mr.
DiBenedetto has invested in many start-up and microcap companies throughout his career including Nuro Retention, a provider of
higher education retention software; Likeable Local Inc., an integrated social media software solution for small businesses to
build, engage and grow their online presence; CYBRIC, a security platform firm that automates application security testing tools
across the software development lifecycle; Countable, a political media platform streamlining American citizen’s communication
with their representatives; LetsAllDoGood, a mobile platform allowing non-profits to send push notifications to their supporters;
and DataVis, a platform designed to address the need for data-driven analytics and decision support for law enforcement and security
markets.
He has been active
internationally for over 30 years. Mr. DiBenedetto is Chairman of Jefferson Waterman International, a Washington, D.C. based business
intelligence and government relations firm, and a major shareholder of Moscow-based Infotecs International, LLC, a telecommunications
and internet security firm.
Mr. DiBenedetto is a partner in the Fenway Sports Group LLC (FSG),
the parent company of the Boston Red Sox and Liverpool Football Club, a Premier League Soccer team. In 2011, he led a group in
the acquisition and control of AS Roma, one of the leading global football clubs where he is currently a Director.
He graduated with
honors in Economics from Trinity College, has an MBA from the University of Pennsylvania’s Wharton School of Business and
was a research fellow at the Massachusetts Institute of Technology (MIT). He has served on the Leadership Council at the John F.
Kennedy School of Government’s Center for Business and Government at Harvard University. He was a long-time Trustee at Trinity
College in Hartford, Connecticut and has served on several higher education and non-profit boards.
“I’ve been watching
Textmunication evolve over the past six months in managing their business execution and technology initiatives,” stated Mr.
DiBenedetto. I’m excited to help guide Textmunication into new strategic partnerships utilizing their advanced mobile communication
platform”.
Mr.
Joseph Griffin will join Textmunication
as a financial investment advisor and investor to the company. In his role, he will
advise Textmunication on strategic investment opportunities and investment execution.
Mr. Griffin, a retired Wall
Street executive, spent his career with two firms: Century Capital Associates, a flexible equity-oriented investment advisor with
over $2 billion in assets and Renaissance Technologies Corporation, a money management firm with over $5 billion in assets dedicated
to investment management through mathematical methods.
Mr. Griffin graduated from
Greensboro College and pursued his graduate studies at the University of North Carolina Law School at Chapel Hill and the Executive
MBA program at Pace University in New York.
Mr. Griffin is a charter member of the Advisory Council
of the Association of Investment Management Sales Executives was a member of the Board of Trustees at Greensboro College, Greensboro,
North Carolina.