SEATTLE, Feb. 10, 2020 /PRNewswire/ -- RealNetworks,
Inc. (Nasdaq: RNWK), a leader in digital media software and
services, today announced that it has entered into a private
placement agreement with Rob Glaser,
the Company's Founder, Chairman of the Board, Chief Executive
Officer, and largest shareholder. Pursuant to the agreement, Mr.
Glaser will acquire approximately 8 million shares of RealNetworks
Series B Preferred Stock, par value $0.001 per share, for aggregate gross proceeds to
the Company of approximately $10
million. The price per share is the same price that
the Company's shares closed at on Friday,
February 7th.
"25 years ago I invested $1
million to help create what became RealNetworks," said Mr.
Glaser. "Today I am pleased to invest an additional $10 million of my personal funds into the
Company. I am making this investment because I believe the
Company has a very promising future ahead of it. I am
particularly enthusiastic about Real's SAFR Computer Vision
Platform and GameHouse free-to-play story-based casual
games."
Mr. Glaser will purchase the Series B Preferred Stock at a price
of $1.24 per share, the closing price
of the Company's common stock on the NASDAQ stock market on
February 7, 2020. The shares of
Series B Preferred Stock are a newly designated non-voting series
of preferred stock, convertible into shares of publicly traded
common stock at the option of Mr. Glaser, subject to certain
limitations. Following the transaction, in addition to his
ownership of the non-voting Series B Preferred Stock, Mr. Glaser
will beneficially own approximately 14.6 million shares of
RealNetworks voting common stock, or approximately 37% of the
Company's outstanding common stock. Pursuant to both existing and
new agreements, Mr. Glaser's beneficial ownership of voting common
stock will not exceed 38.5% of the Company's outstanding voting
shares, unless otherwise and separately agreed to by the
Company.
RealNetworks expects to close the transaction before market
close on February 10, 2020 and
intends to use the net proceeds primarily for working capital and
general corporate purposes.
Houlihan Lokey LLC acted as the independent financial advisor to
the Special Committee of the Board of Directors of
RealNetworks.
About RealNetworks
Building on a legacy of digital media expertise and innovation,
RealNetworks has created a new generation of products that employ
best-in-class artificial intelligence and machine learning to
enhance and secure our daily lives. SAFR (www.safr.com) is the
world's premier facial recognition platform for live video. Leading
in real-world performance and accuracy as evidenced in testing by
NIST, SAFR enables new applications for security, convenience, and
analytics. For information about our other products,
visit www.realnetworks.com.
RealNetworks is a registered trademark of RealNetworks, Inc.
All other trademarks, names of actual companies and products
mentioned herein are the property of their respective
owners.
Forward-Looking Statements
This press release contains forward-looking statements that
involve risks and uncertainties, including statements relating to
our current expectations regarding future prospects and completion
of the transaction. All statements contained in this press release
that do not relate to matters of historical fact should be
considered forward-looking statements. These statements
reflect our expectations as of today, and actual results may differ
materially from the results predicted. Factors that could cause
actual results for RealNetworks, on a consolidated basis, to differ
from the results predicted include: our ability to realize
operating efficiencies, growth and other benefits from the
implementation of our growth initiatives and restructuring efforts;
cash usage and conservation, and the pursuit of additional funding
sources; successful monetization of our products and services;
competitive risks, including the emergence or growth of competing
technologies, products and services; potential outcomes and effects
of claims and legal proceedings; risks associated with key customer
or strategic relationships and business acquisitions; disruptions
in the global financial markets, including changes in consumer
spending and impacts to credit availability; fluctuations in
foreign currencies; and unique risk factors that relate to our
Napster segment, such as risks stemming from its streaming music
service and related music royalties. More information about
potential risk factors that could affect our business and financial
results is included in RealNetworks' annual report on Form 10-K for
the most recent year ended December
31, its quarterly reports on Form 10-Q and in other reports
and documents filed by RealNetworks from time to time with the
Securities and Exchange Commission. The preparation of our
financial statements and forward-looking financial guidance
requires us to make estimates and assumptions that affect the
reported amount of assets and liabilities, and revenues and
expenses during the reported period. Actual results may differ
materially from these estimates under different assumptions or
conditions. RealNetworks assumes no obligation to update any
forward-looking statements or information, which are in effect as
of their respective dates.
For More Information:
Investor Relations for RealNetworks
Kimberly Orlando, Addo Investor
Relations
310-829-5400
IR@realnetworks.com
RNWK-F
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SOURCE RealNetworks, Inc.