JumpTV and NeuLion to Merge and Create Internet Protocol Television (IPTV) and Web Streaming Powerhouse

Market Wire, June, 2008

JumpTV Inc. ("JumpTV"), (TSX: JTV) (AIM: JTV), a leading broadcaster of live and on-demand sports and international television over the Internet and NeuLion, Inc. ("NeuLion"), an end-to-end IPTV service of live and on-demand sports, international and religious programming over the Internet and through set top boxes, today announced the companies have signed a binding letter of intent to merge (the "Transaction"), creating a leading enterprise IPTV provider of online sports, international and religious programming.

Under the terms of the Transaction, JumpTV will issue 49,521,958 common shares, 1,840,097 contingent shares, which represents approximately the entire issued and outstanding shares of JumpTV, and 5 million warrants exercisable for two years at US$0.05 above the five-day weighted average closing price prior to the execution of the Definitive Agreement, to the securityholders of NeuLion, in exchange for their NeuLion securities. JumpTV also intends to grant 2.7 million employee stock options, subject to securities law and exchange rules compliance, exercisable at the five-day weighted average closing price prior to closing, which is expected to be on or before October 1, 2008.

Founded in 2004, NeuLion, a private corporation based in Plainview, New York, provides web-based IPTV services to leading sports customers such as the National Hockey League and the International Fight League. NeuLion also delivers a Set Top Box IPTV solution to premier international customers such as ABS-CBN (Philippines), KylinTV (China) and Globecast (France). NeuLion recorded unaudited revenue for year ended December 31, 2007 of US$7.8 million and a net loss of US$4.0 million inclusive of US$1.5 million of non-cash minority interest losses.

NeuLion's financial information is unaudited; however, this financial information will be audited in connection with the Transaction and included in the Information Circular for the JumpTV shareholders. JumpTV has engaged Oppenheimer & Co. Inc. as its financial advisor in connection with the Transaction and JumpTV's Board of Directors has retained Canaccord Adams to provide a fairness opinion which will be included within the information circular in advance of the shareholder vote.

The Transaction is expected to be completed in the Fall of 2008, subject to receipt of shareholder and customary regulatory approvals, as well as satisfaction of other customary closing conditions. The merged company will continue to be listed on the Toronto Stock Exchange ("TSX"). In accordance with the rules of the AIM market of the London Stock Exchange ("AIM"), the Company's shares have been suspended from trading on AIM until the completion of the Transaction. At that time, the Company will either reapply for admission for trading or will seek its shareholders' approval for cancellation of the listing. The parties anticipate significant operational and human resource synergies and expect an aggregate headcount reduction of approximately 60 people by December 31, 2008.

The merged entity brings together two IPTV industry leaders to deliver a multi-platform IPTV and set top box solution encompassing:

--  Sports: More than 200 partnerships with leading professional and
    collegiate sports properties, including the National Hockey League (NHL),
    more than 150 NCAA colleges and universities, the World Championship Sports
    Network and the 2010 South American, African and Asian World Cup Qualifiers

--  International: More than 200 partnerships with premier international
    networks and channels, such as KyLinTV, the first Internet television
    service dedicated to the Chinese community living in North America, and ABS-
    CBN, the number-one TV network in the Philippines

--  Multi-Platform: Live and on-demand video streaming over the Internet
    including NeuLion's Set Top Box solution for streaming to television

--  Web Services: JumpTV's end-to-end "One Fan Profile" online customer
    relationship management (CRM) solution which includes web hosting, video
    streaming, ticket management and e-commerce
    

"The combination of our highly complementary technologies and depth of expertise in the areas of sports and international IPTV delivery makes for incredible synergy between the two companies," said G. Scott Paterson, Executive Chairman, JumpTV. "This merger enables us to provide our partners with a complete solution for streaming content live online across multiple devices and viewing platforms."

"Consumers are becoming more reliant on broadband and Internet services for their media experiences and this shift creates enormous opportunity for content owners to reach untapped global audiences," said Nancy Li, Founder and CEO of NeuLion. "NeuLion and JumpTV have committed to creating a one-of-a-kind enterprise offering that manages the end-to-end delivery of content through all broadband platforms: the PC, the TV, and an array of mobile devices."

Terms of the Agreement

The transaction is conditional on the companies entering into a definitive agreement on or before June 25, 2008 (the "Definitive Agreement") and shareholder approval at a meeting anticipated to be held on or about October 1, 2008.

 

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