PopReach Acquires Ubiquity and Amends its Senior Secured Credit Facility


PopReach Corporation  (“PopReach” or the “Company“) (TSXV: POPR) (OTCQX: POPRF) is pleased to announce that it has acquired 100% of the membership interests of Ubiquity Agency LLC (“Ubiquity“), a user acquisition and marketing technology business principally based in Boca Raton, Florida (the “Transaction“) pursuant to the terms of a definitive transaction agreement entered into on the date hereof (the “Transaction Agreement“). Based on the September 8, 2022 closing price of PopReach common shares of C$0.34 (the “Closing Price“), and a C$:US$ exchange rate of 1.3116, the indicative aggregate purchase price for the Transaction is approximately US$44.3M.  Pursuant to the Transaction Agreement, the aggregate consideration is comprised of US$18.7M in cash, the issuance of 41,000,000 PopReach common shares (the “Initial Consideration Shares“), the issuance of a convertible debenture in the aggregate principal amount of US$13.75M (the “Debenture“), and the assumption of US$1.25M of existing liabilities on Ubiquity’s balance sheet (the “Assumed Liabilities“).

Transaction Highlights
  • Strong financial performance1Ubiquity will significantly increase PopReach’s financial scale, having generated US$51M in gross revenue, US$4.6M in net income, and US$5.8M in Adjusted EBITDA2, for the 12 months ended June 30, 2022

  • Expanded offerings across the digital ecosystem: Ubiquity’s businesses extend PopReach’s vertical integration of digital media technology and services including user acquisition, performance marketing, omnichannel traffic distribution, full stack technology development, business intelligence, and data insights offerings

  • Vast data reservoir: Ubiquity extensively leverages data in a privacy compliant manner across its connected platforms, working with 10,000+ publishers worldwide and several hundred million opted in subscribers across multiple digital channels as well as membership sites and portals, driving over 2 billion data insights through its business intelligence platform

  • Attractive synergies: Ubiquity’s assets complement PopReach’s current portfolio allowing for shared data, improved pricing opportunities, salesforce leverage, cross-selling opportunities, and administrative efficiencies