NEW YORK, April 27, 2017 /PRNewswire/ --
DirectView Holdings, Inc. (OTC PINK:DIRV) ('DirectView' or the 'Company'), a company focused on ownership and management of leading video and security technology companies, today announced that it has completed the acquisition of Video Surveillance, LLC and ApexCCTV, LLC (the 'Acquisition Companies'), two Texas-based video security and surveillance companies, operated and solely owned by Mark D. Harris. Based on the unaudited financial statements for fiscal 2016, the combined revenue of the Acquisition Companies is approximately $5.3 million.
Under the terms of the securities purchase agreement (the 'SPA'), Directview acquired all of the issued and outstanding equity interests of each of the Acquisition Companies, for a minimum of approximately $1.9 million in cash to be paid approximately six months from the date of acquisition. Upon the successful completion of a two year audit of the Acquisition Companies in accordance with U.S. GAAP accounting standards for the fiscal years ended 2016 and 2015; DirectView will be obligated to pay an additional amount ranging from $2,000 up to $500,000, based on the positive average annual cash flow achieved in those two years. DirectView has received a non-binding term sheet to finance the payments as well as to fuel future growth of the combined companies. The Company also intends to explore a number of potential financing sources to achieve the best long term results for the Company and its shareholders. For a more detailed description of the SPA, please review our current report on Form 8-K filed with the Securities and Exchange Commission on April 26, 2017.
As part of the transaction, Mark D. Harris has entered into a three year employment agreement with DirectView, where he will serve as President of the Acquisition Companies. Mr. Harris is a technology services veteran with over 25 years experience and a proven track record of building profitable revenue growth. He served for 19 years at Intervoice (formerly traded as NASDAQ: INTV), a world leader in delivering natural, intuitive ways for people to interact, transact, and communicate through technology. As Senior Vice President of Americas Operations and Global Services at Intervoice, he led a team, which was responsible for pioneering the execution of a new Enterprise Hosted Solutions business, to support advanced self service applications and intelligent transactions. Beginning in 2008, upon the acquisition of Intervoice by Convergys Corporation (NYSE: CVG), he served as Senior Vice President of Global Technology Services at Convergys Corporation through 2014. He brings a wealth of experience in M&A integration, business development and strategic planning to the Directview management team.
Roger Ralston, CEO and Chairman of DirectView, stated, "The acquisition of these companies is a very exciting transformational event for DirectView as we position for current and future growth. Mr. Harris has built two businesses that in less than three years, are generating substantial revenue and, more importantly, positive cash flow. He also has a wealth of technology management experience that will be invaluable for DirectView as we execute our strategic growth plan. With his expertise in establishing a nationwide market presence through direct and online sales, and our ability to tailor customized solutions in the marketplace, I believe we have set the stage to achieve significant organic sales growth in the coming years. Additionally, this acquisition gives us the critical mass to opportunistically roll-up other security and surveillance companies, in order to further accelerate the growth of our business and build significant long term value for our shareholders."
Mark D. Harris added, "I am excited to now be a part of the DirectView team as we work to become a force in our industry, by creating a very attractive roll-up platform. Through this combination, all of our companies will benefit from increased bandwidth, greater expertise and more wide ranging sales opportunities. I look forward to implementing the proper business strategies to build our business, both organically, and through prudent acquisitions in order to provide the best solutions in the market for our growing customer base."
About DirectView Holdings, Inc
DirectView Holdings, Inc., together with its subsidiaries, provides video surveillance solutions and teleconferencing products and services to businesses and organizations. The company operates in two divisions, Security (Video Surveillance) and Video Conferencing. The Security division offers technologies in surveillance systems providing onsite and remote video and audio surveillance, digital video recording, and services. It also sells and installs surveillance systems; and sells maintenance agreements. The company sells its products and services in the United States and internationally, through direct sales force, referrals, and it's Websites. The Video Conferencing division offers teleconferencing products and services that enable clients to conduct remote meetings, by linking participants in geographically dispersed locations. It is involved in the sale of conferencing services based upon usage, the sale and installation of video equipment, and the sale of maintenance agreements. This division primarily provides conferencing products and services to numerous organizations ranging from law firms, banks, high tech companies and government organizations. For more information visit our website at http://www.DirectView.com and connect with us on Twitter, LinkedIn, Facebook, and Google+.
Cautionary Statement Regarding Forward Looking Statements
Forward Looking Statements: This press release contains forward-looking statements that involve a number of risks and uncertainties, including statements regarding the outlook of the Company's business and results of operations. By nature, these risks and uncertainties could cause actual results to differ materially from those indicated. Generally speaking, any statements using terms such as "will," "expect," "anticipate," or "may," or which otherwise predict or address future results or events, are likely to contain forward-looking statements. It is important to note that actual results may differ materially from what is indicated in any forward-looking statement. Readers should consider any forward-looking statements in light of factors that could cause actual results to vary. These factors are described in our filings with the SEC, and readers should refer to those filings, including Risk Factors described in those filings, in connection with any forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The Company is unable to make any assurances that it will receive financing, or if financing is available, that such financing will be on terms acceptable to the Company.
DirectView Holdings, Inc.
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