CHICAGO, IL--(Marketwired - January 31, 2017) - rVue Holdings, Inc., (OTC PINK: RVUE), a premier advertising technology platform for digital location video, announced that the Company has secured additional bridge financing.
Over the past several years, rVue has consistently reviewed alternatives for raising working capital to cover operating costs as it seeks to build revenue. As previously reported by rVue, in October 2016 it secured short-term bridge financing in the form of a Senior Secured Convertible Promissory Note, pursuant to which Roche Enterprises, Ltd., formerly known as Acorn Composite Corp., rVue's largest shareholder and an affiliate of rVue director Robert W. Roche, made available to the Company a secured convertible loan in the original principal amount of $201,000 (the "Original Roche Loan"). The terms of the Original Roche Loan were reviewed and approved by rVue's Board of Directors.
rVue today announced that it had secured a second Senior Secured Convertible Promissory Note, pursuant to which Roche Enterprises will make available to the Company a second secured convertible loan, as additional short-term bridge financing, in the original principal amount of up to $80,000, with draws available in rVue's discretion through the end of March 2017, and interest at 10% per annum (the "New Roche Loan"). The New Roche Loan is convertible into shares of rVue common stock at the option of Roche Enterprises, at a conversion price of $0.002601 per share. This conversion price is the same weighted average conversion price applicable to the conversion of rVue's former convertible note with an unaffiliated lender, Carebourn Capital, L.P., into shares of common stock during 2016. If the New Roche Loan is fully drawn by rVue, and if Roche Enterprises elects to convert it, the conversion would result in the issuance to Roche Enterprises of approximately 30,757,400 shares of common stock (or more, to the extent that any accrued interest and fees with respect to such outstanding balance are also converted). The terms of the New Roche Loan were reviewed and approved by rVue's Board of Directors, with Mr. Roche recusing himself.
In connection with the negotiation and documentation of the New Roche Loan, rVue and Roche Enterprises entered into amended and restated documentation for the Original Roche Loan, for the purposes of correcting the conversion price per share applicable to that loan from $0.0144 per share of common stock (mistakenly included in the original documentation) to $0.002601 per share (the correct conversion price reviewed and approved in connection with the Board's review and approval of the Original Roche Loan in October 2016). If Roche Enterprises elects to convert the Original Roche Loan, the conversion would result in the issuance to Roche Enterprises of approximately 77,277,970 shares of common stock (or more, to the extent that any accrued interest and fees with respect to such outstanding balance are also converted).
"The rVue team continues to be optimistic about the future of Digital Location Video…its unparalleled ability to reach people at the "right" moment and with the "right" message. The management group and I believe, in the days ahead, DLV will prove to be a significant and critical means to augment most media plans. We are also appreciative of Roche Enterprises' continued financial support and their unwavering belief in DLV," said Mark Pacchini, CEO and President of rVue.
rVue Holdings, Inc. is an advertising technology company providing the digital distribution platform for the Digital Place-Based Advertising industry. The Company connects approximately one million digital screens across 175 networks delivering access to 250 million daily impressions in one simple platform. Backed by the industry's most intuitive and intelligent platform, rVue has the technology, data and expertise to connect brands and targeted consumers where and when it matters most. For more information, please visit http://www.rvue.com.
Forward Looking Statements
This press release contains "forward looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The statements contained in this press release that are not purely historical are forward-looking statements. Forward-looking statements give the Company's current expectations or forecasts of future events. Such statements are subject to risks and uncertainties that are often difficult to predict and beyond the Company's control, and could cause the Company's results to differ materially from those described. The Company is providing this information as of the date of this press release and does not undertake any obligation to update any forward looking statements contained in this press release as a result of new information, future events or otherwise. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends affecting the financial condition of our business. Forward looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Important factors that could cause such differences include, but are not limited to, the Risk Factors and other information set forth in the Company's Annual Report on Form 10-K and in our other filings with the Securities and Exchange Commission.