SAN FRANCISCO, CA, April 16, 2020 /CNW/ - Customer experience
solutions company McorpCX, Inc. (TSXV: MCX, OTCQB: MCCX) ("McorpCX"
or the "Company") today announced that it has entered into a
definitive purchase agreement to sell all of the membership
interests in its wholly-owned subsidiary, McorpCX, LLC, to an
entity controlled by Michael
Hinshaw, the current President of McorpCX, LLC. The
Company's professional and related consulting services business,
which currently constitutes substantially all of the Company's
operations, is conducted through McorpCX, LLC. As consideration for
the sale of McorpCX, LLC, the Company will receive an aggregate of
$1,108,000 consisting of $352,000 in cash and a $756,000 promissory note. Upon completion of the
sale of McorpCX, LLC, the Company intends to focus on growing the
Company's software development and technology services
business.
"After completing a thorough strategic review, which was
undertaken with the support of independent financial and legal
advisors, we believe that with the sale of McorpCX, LLC the Company
is better positioned to focus on its original vision of being a
technology-centric company," said Matthew
Kruchko, President and CEO, McorpCX, Inc
Transaction highlights
As consideration for the sale of McorpCX, LLC, the Company will
receive a total of $352,000, in cash
consisting of $100,000 received upon
the signing of the definitive purchase agreement and $252,000 to be received at the closing of the
transaction along with a $756,000
promissory note. The proceeds from the sale of McorpCX, LLC, are
expected to be applied to transaction costs as well as an
investment toward becoming a technology services business.
The transaction expected to close in June
2020, subject to the approval of the majority of the
outstanding shares of the Company held by disinterested
shareholders, the approval of the TSX Venture Exchange, the sale of
all of the Company's common shares currently owed by Mr. Hinshaw to
third parties on terms reasonably satisfactory to the Company, and
satisfaction of customary closing conditions. The Company plans to
file a proxy statement with the United States Securities and
Exchange Commission seeking shareholder approval for the sale of
substantially all of its assets as a result of the proposed
transaction. The Company's board of directors has unanimously
approved the definitive purchase agreement for the purposed sale of
McorpCX, LLC. It will recommend the Company's shareholders also
approve such agreement and the transactions thereunder.
Davis Wright Tremaine LLP is serving as legal counsel to the
Company.
About McorpCX
McorpCX (http://mcorp.cx) is a customer experience solutions
company targeting customer-centric companies ranging from Fortune
100 brands to fast-moving mid-market leaders. McorpCX is focused on
pursuing value-enhancing growth opportunities for its
shareholders.
For more information, please contact:
General
Information: 1-866-526-2655 toll-free in the U.S., or
+1-415-526-2655
Investors: ir@mcorp.cx
Website: http://mcorp.cx
Forward-Looking Statements
Certain statements contained in this press release may
constitute "forward-looking statements" within the meaning of
the United States securities laws
and applicable Canadian securities legislation. These statements
are, in effect, management's attempt to predict future events, and
thus are subject to various risks and uncertainties. Readers should
not place undue reliance on forward-looking statements, which
reflect management's views only as of the date hereof. All
statements, other than statements of historical fact, regarding our
financial position, business strategy and management's plans and
objectives for future operations are forward-looking
statements. When used in this press release, the words
"anticipate," "believe," "estimate," "expect," and "intend" and
words or phrases of similar meaning, as they relate to the Company
and its management are intended to help identify forward-looking
statements. Although we believe that management's expectations as
reflected in forward-looking statements are reasonable, we cannot
assure readers that those expectations will prove to be
correct. Forward-looking statements include, but are not
limited to, statements relating to the Company's plan to complete
the sale of McorpCX, LLC by June
2020, or at all, and the Company's ability to grow its
software development and technology services business upon
completion of such transaction. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors
that may cause the Company's actual results to be materially
different from any future results expressed or implied by these
statements. Such factors, risks, uncertainties and assumptions
include, but are not limited to the following: the Company's
ability to complete the sale of McorpCX, LLC on the anticipated
terms and timetable; the possibility that various closing
conditions for the proposed sale may not be satisfied or waived;
the Company's ability to obtain shareholder approval for the sale
of McorpCX, LLC; the Company's ability to obtain TSX-V approval for
the sale of McorpCX, LLC; the Company's ability to achieve
anticipated benefits from the proposed sale of McorpCX, LLC and
operate successfully as a company focused on software development
and technology services; global economic fluctuations, including
the economic effects of the Coronavirus Pandemic; the Company's
ability to successfully achieve its strategic initiatives;
competition in the Company's markets; the negative cash flows and
operating losses that may recur in the future; the Company's
ability to attract and retain highly skilled professionals; and the
Company's ability to maintain costs at an acceptable level. In
light of these and other uncertainties, including the Company's
risk factors contained in the Company's filings with the United
States Securities and Exchange Commission, the forward-looking
statements included in this press release should not be regarded as
a representation by the Company that its plans and objectives will
be achieved. These forward-looking statements speak only as of the
date of this press release, and the Company undertakes no
obligation to update or revise the statements.
Important Additional Information and Where to Find It
This press release does not constitute a solicitation of a vote
or proxy. In connection with the proposed sale of McorpCX, LLC, the
Company intends to file relevant materials with the United States
Securities and Exchange Commission (the "SEC"), including a proxy
statement. INVESTORS ARE URGED TO READ THE PROXY STATEMENT
AND ANY OTHER RELEVANT MATERIALS FILED WITH THE SEC CAREFULLY AND
IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND THE PROPOSED
TRANSACTION. The proxy statement and certain other
relevant materials (when they become available) and other documents
filed by the Company with the SEC may be obtained free of charge at
the SEC's website at http://www.sec.gov. In addition, investors may
obtain copies of these documents (when they become available) free
of charge by written request to McorpCX, Inc., 201 Spear Street,
Suite 1100 San Francisco, CA
94105 or by calling (415) 526-2655.
Participants in the Solicitation
The Company and its executive officers and directors may be
deemed to be participants in the solicitation of proxies in
connection with the proposed transaction. Information about the
executive officers and directors of the Company, and the number of
shares of the Company's common stock beneficially owned by such
persons, is set forth in the Company's Annual Report on Form 10-K
for the period ended December 31,
2019, filed with the SEC on March 27,
2020. Additional information regarding the direct and
indirect interests of the Company and its executive officers and
directors in the transaction can be obtained by reading the proxy
statement regarding the transaction when it becomes available.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
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SOURCE McorpCX, Inc.
