International Datacasting Corporation

International Datacasting Corporation

July 24, 2012 07:00 ET

International Datacasting Corporation Outlines Critical Choice Facing Shareholders

Shareholders Urged to Vote Their White Proxy without Delay

OTTAWA, ONTARIO--(Marketwire - July 24, 2012) -

Attn: Business/Financial Editors

With four days to go to the voting deadline, shareholders of International Datacasting Corporation (TSX:IDC) are urged to support the management slate of board nominees by voting their WHITE proxy without delay.

"We are heartened by the many expressions of support we have received", Frederick Godard, IDC's President and CEO, said. "Our shareholders clearly appreciate that our slate stands for stable growth and experience. By contrast, the dissident Adam Adamou hammers away at reviving a business strategy that failed dismally under his own stewardship of the company."

Two shareholders in the Netherlands, who own a 7% stake in IDC, have expressed their views as follows: "We are strong believers in voting the WHITE proxy. The current management not only focuses on developing a profitable core business, but it also leaves room for acquisitions within the limits of responsible governance…. The WHITE proxy is a positive start and we as shareholders should never allow anyone to endanger this endeavor." (The full text of the shareholders' letter can be found on the Investor page at IDC's website

IDC shareholders are due to elect directors for the coming year at the annual meeting on Tuesday July 31, 2012.

The voting deadline is 5:00 p.m. (Eastern Time) on Friday July 27, 2012.
A reminder to IDC shareholders: If you have any questions about voting your WHITE proxy, please contact Kingsdale Shareholder Services Inc. at
1-866-581-1514 toll free in North America
Or at (416) 867-2272 outside of North America (collect calls accepted)
Or by email at

IDC and the dissident, Mr. Adam Adamou, have presented shareholders with a critical choice on several important issues.

IDC Management's Vision is to Create a World-Class Technology driven Enterprise:

  • We have turned around IDC's legacy products business, in spite of the distraction caused by Mr. Adamou's acquisitions strategy.
  • The turnaround has been achieved by selectively reducing the product range, streamlining operations, cutting operating costs, forming technology partnerships with third parties, and successfully integrating under-performing acquisitions made by IDC's previous management.
  • As a result, gross margins for the legacy products business are now improving and near term revenue opportunities are firming. Together with our cost-reduction programs, this will yield positive results from this previously lagging group.
  • IDC has developed and launched new products targeted at larger, scalable markets. Prime examples are our new IDC Laser™ and Digital Tattoo™ products launched in April 2012. Advanced (though still confidential) discussions are underway with significant potential customers for both IDC Laser™ and Digital Tattoo™.

Mr. Adamou's Future for IDC

  • Mr. Adamou wants IDC to focus more on acquisitions as a way to grow. His plan would result in a holding company overseeing a portfolio of niche businesses loosely scattered across an ill-defined landscape of digital media. Given IDC's limited resources, these investments would, by definition, be small businesses and in significant risk of never achieving sustainable scale.
  • IDC pursued just such a business acquisition strategy (known as BAQ) from December 2010 to June 2012. After careful consideration, the BAQ was abandoned because it failed to produce any successful acquisitions, proved too costly for a company with limited financial and other resources, and distracted management from focusing on operational matters.
  • IDC's slate of board nominees and current management favour giving priority to a business growth strategy (known as BGS) that has gradually been unfolding within the company. The objective of BGS is to return IDC to operational strength by focusing on innovative products targeted at large, scalable markets. The strategy is exemplified by IDC Laser™ and Digital Tattoo™.

Mr. Adamou and IDC's Board

  • Mr. Adamou makes much of dissension among present and past members of the IDC board regarding strategy and other matters.
  • The truth is that Mr. Adamou was not only executive chairman during the period of dissent; he was also the cause of much of the friction. In fact, the board terminated Mr. Adamou's chairmanship due to his disruptive influence and the failure of the business acquisition strategy that he championed.
  • As a means of providing further confidence, stability and to avoid the continued personal attacks by Mr. Adamou, IDC has listened to shareholders. Accordingly, Mr. Frank Ruffolo is not standing for re-election and has been replaced as a nominee by Mr. Peter Strom. Each of management's proposed director nominees has extensive experience in building successful technology businesses and is committed to pursuing the company's focus on developing and commercializing innovative new technical solutions such as IDC Laser™ and Digital Tattoo™.
  • Management's slate does not include Mr. Adamou given his disruptive influence both as executive chairman and as a director.

"With our shareholders' support, we are confident that IDC has a bright future", Mr. Godard said. "This proxy contest has been a regrettable and unnecessary distraction. Our top priorities are to build on our proven expertise and products, expand our markets and sustain our financial recovery."

Attention IDC Shareholders

Protect your investment by voting only your WHITE proxy well in advance of the deadline of 5:00 p.m. (Eastern Time) on July 27, 2012.

If you have already voted a blue proxy, you can still change your vote, simply by voting your WHITE proxy today. Your subsequent later dated WHITE proxy will replace any prior dated blue proxy you may have voted.

Shareholders who do not have a WHITE proxy or who have questions about voting their proxy for the upcoming meeting of shareholders should contact Kingsdale Shareholder Services Inc. toll-free at 1-866-581-1514, or (416) 867-2272 (collect calls accepted), or

Further information and updates on the annual general meeting and electronic voting options can be found on the Investors page at IDC's website

About International Datacasting Corporation

International Datacasting Corporation (TSX:IDC) is a producer of digital content distribution for the world's premiere broadcasters in radio, television, data and digital cinema. IDC offers a broad portfolio of advanced solutions including Pro Audio, Pro Video, Pro Cinema, and Pro Data for implementing broadcast content contribution and distribution applications. IDC's products and solutions are in demand for radio and television networks, digital cinema, 3D live events, ad insertion, satellite news gathering, sport contribution, ad insertion, VOD, and IPTV among others. IDC is headquartered in Ottawa, Canada, with regional offices in Arnhem, the Netherlands and in San Diego, California. IDC has installations in over 100 countries and service offices in Australia, Singapore and China with an international network of value-added partners and distributors.

Forward-Looking Statements

This press release contains forward-looking statements reflecting IDC's objectives, estimates and expectations that may involve risks and uncertainties. IDC's actual results, performance, achievements and developments may differ materially from the results, performance, achievements or developments expressed or implied by such statements. Factors that might cause actual results to differ materially include, but are not limited to, competitive developments; risks associated with IDC's growth; any difficulties with integrating acquired product lines into IDC's business and/or manufacturing procedures; any difficulties or disputes with IDC's subcontractors, contract manufacturers and suppliers; IDC's dependence on the development and growth of the satellite datacasting market; a lengthy and variable sales cycle for IDC's products and services; IDC's reliance on a small number of customers for a large percentage of its revenue; regulatory risks and intellectual property infringement. IDC assumes no obligation to update these forward-looking statements to reflect events or circumstances after the date hereof, except as expressly required by applicable law. Forward-looking statements are provided to assist external stakeholders in understanding IDC's expectations as at the date of this release and may not be appropriate for other purposes. Readers are cautioned not to place undue reliance on such statements. More detailed information about potential factors that could affect IDC's financial and business results is included in the public documents IDC files from time to time with Canadian securities regulatory authorities and which are available on SEDAR at, including, without limitation, IDC's Annual Information Form dated April 30, 2012.

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