Conference Call
Scheduled today at 8:30 a.m. Eastern Time
NEW YORK - October 16, 2015 -
Vringo, Inc. (NASDAQ: VRNG), a company engaged in the innovation,
development and monetization of intellectual property, today
announced that it has entered into a definitive agreement to
acquire privately held International Development Group (IDG), a
holding company consisting of two primary businesses: fliCharge, a
wire-free charging technology company, and Group Mobile, a market
leading built-to-order supplier of rugged computers, mobile devices
and accessories.
Founded in 2014, fliCharge owns a
patented, conductive, wire-free charging technology that is already
on the market and available to consumers. The patented fliCharge
technology consists of a wire-free charging solution that can
simultaneously charge multiple battery operated devices on the same
charging pad regardless of their power requirement or position on
the pad; users simply place their enabled device onto a fliCharge
pad. fliCharge is currently commercializing, partnering or
developing products in numerous markets including automotive,
education, office, healthcare, power tools and vaporizers.
Founded in 2002, Group Mobile is a
market-leading supplier of built-to-order rugged computers, mobile
devices and accessories. Group Mobile provides a high touch sales
experience with full service technical and customer support in the
rugged mobile computer market. Group Mobile's customers include
large corporations, military suppliers, small businesses and
individuals. Rugged products sold by Group Mobile can be found in
military helicopters, police cruisers and ambulance fleets as well
as on construction sites, oil rigs and manufacturing
facilities.
The aggregate consideration will
be unregistered shares of Vringo preferred stock convertible into
shares of common stock representing approximately 11.4 percent of
the combined company on a fully diluted basis, including contingent
consideration.
"I am excited to announce the
acquisition of IDG. We believe that the combination with
Vringo provides IDG with the necessary resources to accelerate
growth by increasing market awareness and brand identity stemming
directly from the development, manufacturing, distribution,
licensing and sales of innovative products and technologies," said
Andrew D. Perlman, Chief Executive Officer of
Vringo.
"Our existing patent licensing and
litigation strategy remains intact and on track. We believe
this acquisition offers diversification to our shareholders and
additional licensing opportunities," Mr. Perlman
concluded.
"This transaction presents a
fantastic opportunity as we move towards the next chapter in our
company," said Randy Marx, the Chief Executive Officer of IDG. "I
speak on behalf of myself, IDG's largest shareholder, as well as
our employees and shareholders in saying that we are all excited
about our partnership with Vringo."
Vringo has released a presentation
that provides an overview of the acquisition. The presentation is
available on the homepage of Vringo's website or at
http://bit.ly/1NK6CgW.
Conference
Call
Vringo will host a conference call
to discuss its proposed acquisition today at 8:30 a.m. Eastern
Time. Members of Vringo's management team including Andrew D.
Perlman, Chief Executive Officer; David L. Cohen, Chief Legal and
Intellectual Property Officer; Anastasia Nyrkovskaya, Chief
Financial Officer; and Clifford J. Weinstein, Executive Vice
President will participate as well as members of IDG including
Randy Marx, Chief Executive Officer; Kevin Hibbard, Vice President
of Product Development of fliCharge; and Stephanie Kreitner,
Executive Vice President of Group Mobile.
Join the
Conference Call via Webcast
-
Visit http://bit.ly/1METd8n before the start
time to join the web portion of this event.
-
Enter your First Name, Last Name, Company, and
Email Address and select "Submit".
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Select the "Launch Webcast" icon to view the
event.
Join the
Conference Call via Assisted Dial-In
To access the conference call by
telephone, interested parties should dial (888) 390-3967 (U.S. and
Canada) or (862) 255-5351 (international) and reference Vringo.
Replay
An audio webcast of the conference
call will be available within the "Presentations" section of
Vringo's investor relations website shortly after the end of the
conference call.
About Vringo,
Inc.
Vringo, Inc. is engaged in the
innovation, development and monetization of intellectual property
and mobile technologies. Vringo's intellectual property
portfolio consists of over 600 patents and patent applications
covering telecom infrastructure, internet search, and mobile
technologies. The patents and patent applications have been
developed internally, and acquired from third parties. For
more information, visit: www.vringo.com.
Forward-Looking
Statements
This press release includes
forward-looking statements, which may be identified by words such
as "believes," "expects," "anticipates," "estimates," "projects,"
"intends," "should," "seeks," "future," "continue," or the negative
of such terms, or other comparable terminology. Forward-looking
statements are statements that are not historical facts. Such
forward-looking statements are subject to risks and uncertainties,
which could cause actual results to differ materially from the
forward-looking statements contained herein. Factors that
could cause actual results to differ materially include, but are
not limited to: our inability to license and monetize our patents,
including the outcome of the litigation against ZTE and other
companies; our inability to recognize the anticipated benefits of
the acquisition of IDG, which may be affected by, among other
things, competition, our ability to secure advantageous licensing
and sales agreements, market acceptance of IDG's technology,
potential technology obsolescence, protection of intellectual
property rights and potential liability risks that are inherent in
the marketing and sale of products used by consumers; our inability
to monetize and recoup our investment with respect to patent assets
that we acquire; our inability to develop and introduce new
products and/or develop new intellectual property; our inability to
protect our intellectual property rights; new legislation,
regulations or court rulings related to enforcing patents, that
could harm our business and operating results; unexpected trends in
the mobile phone and telecom infrastructure industries; our
inability to raise additional capital to fund our combined
operations and business plan; our inability to maintain the listing
of our securities on a major securities exchange; the potential
lack of market acceptance of our products; potential competition
from other providers and products; our inability to retain key
members of our management team; the future success of Infomedia and
our ability to receive value from its stock; our ability to
continue as a going concern; our liquidity and other risks and
uncertainties and other factors discussed from time to time in our
filings with the Securities and Exchange Commission ("SEC"),
including our annual report on Form 10-K filed with the SEC on
March 16, 2015. Vringo expressly disclaims any obligation to
publicly update any forward-looking statements contained herein,
whether as a result of new information, future events or otherwise,
except as required by law.
Contacts:
Investors and Media:
Cliff Weinstein
Executive Vice President
Vringo, Inc.
646-532-6777
cweinstein@vringoinc.com
This
announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Vringo, Inc. via Globenewswire
HUG#1959269
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