April 02, 2012 06:00 ET

ePals and NeuEdu Tianjin Execute Definitive Joint Venture Contract for China Partnership

WASHINGTON, DC--(Marketwire - Apr 2, 2012) - ePals Corporation (TSX VENTURE: SLN) ("ePals"), an education media company and leading safe social learning network, today announced the signing of a definitive Joint Venture Contract (the "JVC") with NeuEdu Tianjin ("NeuEdu"), a leading group based in China building extensive education business assets and networks in China, regarding the objective to create and launch a Chinese language platform in China that enables school-safe communications including connection to the ePals Global Community™, the world's largest social learning network of more than 300,000 schools worldwide. NeuEdu is affiliated with Neusoft Holdings Co. Ltd. ("Neusoft Holdings"), which succeeded the original MOU with ePals that was announced on Oct. 3, 2011.

Pursuant to the JVC, the parties will work together to create a partnership ("NeuPals") in which ePals will hold a 49% interest, that will develop and supply products and services to NeuEdu for distribution in China using the ePals digital learning platform and by fully utilizing NeuEdu's technology, market and localization resources and expertise. The JVC addresses specific issues related to capital contributions, operational matters and corporate governance of the joint venture including the establishment of a five-person board of directors. The term of the JVC is 20 years and includes certain mutual exclusivity provisions related to the Chinese market.

The parties are working to finalize ancillary agreements relating to intellectual property, stock purchase, and operational services, as outlined by the Memorandum of Understanding and described further in ePals' previous press release dated Oct. 3, 2011.

The Joint Venture will become effective on approval by the Chinese Government and the JVC is subject to all necessary regulatory and government approvals.

Other Matters:
Unrelated to the NeuEdu JVC, ePals' board of directors approved a granting to certain employees of its wholly owned subsidiary, ePals, Inc., stock options to acquire a total of 182,000 restricted voting common shares. The stock options are exercisable, once vested, at a price of C$0.51 per share for a period of 10 years.

In addition, 252,875 restricted share units with various vesting terms have been granted to certain employees and consultants. The restricted share units are redeemable, once vested, for an equal number of restricted voting common shares and were granted pursuant to ePals' restricted share unit plan.

About ePals Corporation
ePals Corporation (TSX VENTURE: SLN) is an education media company and the leading provider of safe social learning networks. Focused on the K-12 market, ePals offers elementary and secondary school administrators, teachers, students and parents worldwide a safe and secure platform for building educational communities, providing quality digital content and facilitating collaboration for effective 21st century learning. ePals' award-winning products include: the ePals Global Community™; SchoolMail®365; LearningSpace®; In2Books®, a common core eMentoring program that builds reading, writing and critical thinking skills; and popular children's educational publishing brands including Cricket® and Cobblestone®. ePals customers and partners include the International Baccalaureate, Microsoft Corporation, Dell Inc., IBM Corp., National Geographic and leading school districts across the United States and globally. ePals serves approximately 700,000 educators and reaches millions of teachers, students and parents in approximately 200 countries and territories. For the ePals Global Community, visit Corporate information is available at

Contact Information


    Chief Financial Officer
    Aric Holsinger
    ePals Corporation
    Phone: (703) 885-3400

    Investor Relations
    Cory Pala
    Phone: (416) 657-2400

    SVP, Marketing & Corporate Communications
    Will Jarred
    ePals Corporation
    Phone: (703) 885-3400