Wishpond Enters into Asset Purchase Agreement to Sell Viral Loops for $2.3 Million to Strengthen Balance Sheet

Executive Summary

• Wishpond Technologies Ltd. entered into an asset purchase agreement to sell its Viral Loops platform to Emerge Commerce Ltd. for total cash consideration of $2.3 million.
• $2.1 million will be paid at closing, with a further $200,000 payable one year after closing.
• Proceeds will be used primarily to reduce senior credit facility indebtedness by approximately $1.4 million and to support working capital, thereby materially strengthening the company’s balance sheet and financial flexibility.

Key Details

• Transaction Structure: Asset purchase of Viral Loops product and related assets.
• Purchase Price: $2,300,000 total cash consideration.
• $2,100,000 payable at closing.
• $200,000 payable on the one‑year anniversary of closing.
• Use of Proceeds:
• ~ $1,400,000 to reduce outstanding senior credit facility balance.
• Remainder for ongoing working capital requirements.
• Impact on Leverage: Expected reduction of leverage and enhancement of financial flexibility post‑closing.
• Closing Conditions: Subject to consent from Wishpond’s senior lender, financing by Emerge, third‑party approvals, and TSX Venture Exchange approval (if applicable).
• No Finder’s Fees: Transaction is arm’s length with no finder’s fees payable.
• Strategic Rationale: Sale does not materially affect Wishpond’s core AI‑enabled marketing platform; proceeds will be redeployed to strengthen balance sheet and focus on core growth initiatives.

Notable Quotes

“This transaction reflects disciplined capital allocation and our commitment to strengthening Wishpond's balance sheet.” – Ali Tajskandar, Chairman and CEO

“Following Closing, we expect to materially reduce leverage and enhance financial flexibility, allowing us to concentrate on enhancing our core platform…” – Ali Tajskandar, Chairman and CEO