SOURCE: KIT digital, Inc.

January 20, 2010 09:01 ET

KIT digital Plans Offering of Common Stock in U.S. and Europe

NEW YORK CITY, NY and PRAGUE, CZECH REPUBLIC--(Marketwire - January 20, 2010) - KIT digital, Inc. (NASDAQ: KITD), a global provider of IPTV software and integration solutions, plans to conduct two separate stock offerings (one under a Form S-3 registration statement, the other under Regulation S of the Securities Act of 1933) of between approximately 3.25 million to 5.25 million aggregate common shares to investors in the United States and Europe.

In Europe, the offering is intended to be part of the company's previously announced plan to list its shares on the Prague Stock Exchange (PSE), in addition to its current listing on the NASDAQ Global Market in the United States. The company expects the PSE listing to take effect upon the completion and regulatory approval of the Regulation S European stock offering.

KIT digital intends to price the offerings at the same level, as determined by the NASDAQ trading price of its common stock at the time of pricing and other factors. There are no warrants or other securities being offered in conjunction with the common stock offerings. The offerings will not be conditioned upon one another and there can be no assurance the said amounts of shares will be sold.

The company plans to use a significant portion of the net proceeds of the offerings to finance acquisitions of, or investments in, competitive and complementary businesses, as a part of its growth strategy. The company plans to use a portion of the net proceeds to purchase certain outstanding warrants issued in prior private placement financings. In addition, the company intends to use a portion of the net proceeds for working capital and general corporate purposes.

U.S. Offering Summary
The company plans to issue common stock in the U.S. offering pursuant to a registration statement on Form S-3 (File No. 333-162325) filed by the company on October 5, 2009 with the U.S. Securities and Exchange Commission (SEC). On October 13, 2009, the SEC declared the registration statement effective.

The U.S. offering will be made by a preliminary prospectus supplement and a final prospectus supplement, which will be filed at a later date with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended.

This press release does not constitute an offer to sell or solicitation of an offer to buy any securities. Any such offer may be made only pursuant to the company's final prospectus for the offering or offerings and only in states in which the offering is registered or exempt from registration and by broker-dealers authorized to do so. The securities to be offered by the prospectus are speculative and involve a high degree of risk.

European Offering Summary
The company plans to conduct a common stock offering to institutional and private investors in the United Kingdom, Switzerland, Austria, the Czech Republic and other European countries, consisting of common stock offered for trading solely on stock markets outside the United States for a period of up to six months from the issue date.

The European offering is subject to the approval of the relevant regulatory bodies, in particular the Czech National Bank and acceptance by the Listing Committee of the PSE.

The European offering is being conducted outside of the United States in reliance upon Regulation S promulgated under the Securities Act of 1933, as amended. As such, the shares we may sell under Regulation S have not been registered under the Securities Act and may not be offered or sold in the United States (or to a U.S. person) absent registration or an applicable exemption from the registration requirements. Furthermore, hedging transactions involving the Regulation S shares may not be conducted unless in compliance with the Securities Act. The offering to investors in the Czech Republic is being made in accordance with the Capital Markets Act of the Czech Republic No. 256/2004 regarding trading on the capital markets.

This document does not constitute a prospectus for stock mentioned herein or any offering of such stock. The European stock offering will be organized in the Czech Republic and the offering prospectus will be made available on the PSE website. Investors should not purchase any stock mentioned in this press release without first consulting information provided in the relevant prospectus.

About KIT digital
KIT digital (NASDAQ: KITD) is a global provider of on-demand, Internet Protocol (IP)-based video asset management solutions. KIT VX, the company's end-to-end software platform, enables enterprise clients to acquire, manage and distribute video assets across the three screens of today's world: the personal computer, mobile device, and IPTV-enabled television set. The application of VX ranges from commercial video distribution to internal corporate deployments, including corporate communications, human resources, training, security and surveillance. KIT digital's client base includes more than 600 enterprise customers across 30+ countries, including The Associated Press, Best Buy, Bristol-Myers Squibb, Disney-ABC, General Motors, Google, IMG Worldwide, Intel, McDonald's, News Corp, Telefónica, the U.S. Department of Defense, Verizon, and Vodafone. KIT digital has its headquarters in Prague and maintains principal offices in Cologne, Dubai, London, Melbourne, New York, Stockholm and Toronto. For more information, go to www.kitd.com.

KIT digital Forward-Looking Statement
This press release contains certain "forward-looking statements" related to the businesses of KIT digital, Inc., which can be identified by the use of forward-looking terminology such as "believes," "expects," "plans" or similar expressions. Such forward-looking statements involve known and unknown risks and uncertainties, including uncertainties relating to product development and commercialization, the ability to obtain or maintain patent and other proprietary intellectual property protection, market acceptance, future capital requirements, regulatory actions or delays, competition in general and other factors that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Certain of these risks and uncertainties are or will be described in greater detail in our public filings with the U.S. Securities and Exchange Commission. KIT digital is not under obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise.

Contact Information

  • KIT digital Contact:
    Daniel Goodfellow
    VP, Marketing and Communications
    Tel. +1-646-873-3086
    Email Contact

    KIT digital Investor Relations Contact:
    Matt Glover
    Liolios Group, Inc.
    Tel. +1-949-574-3860
    Email Contact

    KIT digital Media Contact in the Czech Republic:
    Vladimír Bystrov
    Bison & Rose
    Tel. +420 777 130788
    Email Contact