SOURCE: Hipcricket, Inc.

Hipcricket, Inc.

August 04, 2014 08:00 ET

Hipcricket to Seek Stockholder Approval of Reverse Stock Split at Annual Meeting

Date of Annual Meeting of Stockholders Set for September 18, 2014

BELLEVUE, WA--(Marketwired - Aug 4, 2014) -  Hipcricket®, Inc. (OTCBB: HIPP) (OTCQB: HIPP), a leader in mobile engagement and analytics, announced that it will seek stockholder approval to authorize an amendment to the Company's certificate of incorporation to effect a reverse stock split of the Company's common stock. The proposal would be voted on at the Company's annual meeting of stockholders to be held on September 18, 2014. The date for determining the stockholders of record entitled to received notice of, and to vote at, the annual meeting is August 1, 2014.

A definitive proxy statement containing important information regarding the proposed reverse stock split will be mailed to stockholders of record commencing on or about August 4, 2014.

The Company is seeking stockholder approval for the authorization to effect a reverse stock split in order to improve the marketability and liquidity of the Company's common stock and generate more investment interest in the Company. Additionally, a reverse stock split would increase the number of authorized but unissued common shares available for capital raising and other corporate purposes.

The Company's Board of Directors is asking stockholders to vote on and approve a proposal to effect a reverse split of the Company's common stock in a range of one for twenty to one for forty shares of common stock. The stockholders are being asked to grant authority to the Board of Directors to determine, in its discretion, the actual ratio of the reverse stock split and when such reverse stock split should be implemented. If a reverse stock split is not effected by February 28, 2015, the authority granted to the Board under the proposal would expire.

As of August 1, 2014, there were 154,786,916 shares of Hipcricket, Inc. common stock outstanding. If approved, the reverse stock split would affect all Hipcricket common stock, stock options, warrants, and restricted stock awards outstanding immediately prior to the effective time of the reverse stock split.

Todd Wilson, Hipcricket CEO and Chairman of the Board stated: "We believe the reverse stock proposal is in the best interest of the Company and its shareholders and that a reverse stock split could help increase the marketability of our stock to a broader range of potential new investors, including potential financing sources and strategic partners. We are encouraged by our strong Q1 results and renewed commitment to nearer-term profitability and believe a reverse stock split, combined with continued progress in growing our business, would contribute to greater shareholder value creation going forward."

In addition to the reverse stock split proposal, stockholders of record for the annual meeting will be voting to elect two Class 1 directors and to approve the ratification of Moss Adams LLP as the Company's registered public accounting firm for fiscal year 2015.

About Hipcricket
Hipcricket, Inc. (OTCBB: HIPP) (OTCQB: HIPP) provides a unified mobile engagement platform that drives awareness, sales and loyalty. Its AD LIFE® platform has been used by internationally recognized brands and agencies to power more than 400,000 campaigns across SMS, 2D/QR codes, mobile websites, advertising networks, social media and branded apps. For additional Hipcricket news and information, visit or text "NEWS" to 24474.

Hipcricket®, AD LIFE® and the Hipcricket logo are trademarks of Hipcricket, Inc. All rights reserved. 2009-2014.

Important Cautions Regarding Forward-Looking Statements
This press release contains forward-looking statements regarding future events and our future financial performance. All statements other than present and historical facts contained in this release, including any statements regarding our plans for future operations, anticipated future financial position, anticipated results of operations, financing plans, business strategy, competitive position, opportunities for growth and industry trends, are forward-looking statements. All forward-looking statements involve risks, uncertainties and contingencies, many of which are beyond our control. The company's actual results, performance, or achievements may differ materially from those projected or assumed in any of the forward-looking statements. Factors that could cause actual results to differ materially from the forward-looking statements include, among others: overall economic and business conditions; the demand for our products and services; competitive factors in our industry; the emergence of new technologies; our cash position; the availability of funding sources; the strength of our intellectual property portfolio; and changes in government regulations in our industry. A more detailed discussion of these factors is set forth in the company's annual report on Form 10-K for the year ended February 28, 2014 and other reports filed with the U.S. Securities and Exchange Commission. The company does not intend, and undertakes no duty, to update any forward-looking statement to reflect future events or circumstances.

Contact Information

  • Investor Relations Contact
    Matt Glover or Michael Koehler
    Liolios Group, Inc.
    (949) 574-3860

    Hipcricket Media Contact
    Andrea Mocherman
    Hipcricket, Inc.
    (425) 449-4283