~ CloudCommerce and Parscale Creative Announce Merger Agreement ~
A rapidly growing San Antonio-based provider of enterprise digital marketing services expected to increase the company's size and presence in the marketplace.
SANTA BARBARA, CA--(Marketwired - August 01, 2017) - CloudCommerce, Inc. (OTCQB: CLWD) (the "Company"), a global provider of advanced digital marketing and e-commerce services to leading brands, today announced the execution of a merger agreement under which the Company has acquired 100% of Parscale Creative, Inc. ("Parscale Creative"), a rapidly growing provider of enterprise digital marketing services.
Parscale Creative is comprised of certain assets spun out of Giles-Parscale, Inc., a San Antonio-based firm owned by Brad Parscale and Jill Giles. After closing the transaction today, Parscale Creative was renamed Parscale Digital, Inc. ("Parscale").
Mr. Parscale, will serve on the CloudCommerce Board of Directors and as a consultant to Parscale Digital, Inc. to provide strategy, vision and leadership. He will continue to provide digital marketing services to his growing base of political clients through his own separate company. Ms. Giles, will serve as an advisor to CloudCommerce and as Creative Director of Parscale and focus on growing the value of its enterprise customers.
Founded by: Jill Giles and Brad Parscale in 2011, Giles-Parscale fuses quality digital and experiential design with leading-edge web development and digital marketing strategies, a rare combination of design experience and technical expertise. The firm has earned an exceptional reputation for creating highly effective experiential marketing solutions for clients that range from Universal Studios and the San Antonio River Walk to UTSA and the Stock Show & Rodeo.
Giles-Parscale was responsible for all the digital marketing activities of the Donald J. Trump for President campaign and online fundraising efforts. In 2016, Mr. Parscale was officially named Digital Media Director for the Donald J. Trump for President campaign.
Mr. Parscale began working for the Donald J. Trump Organization in 2011, providing website development, design and digital media strategy for Trump International Realty, and subsequently working on projects for Trump Winery and the Eric Trump Foundation.
The consideration for the acquisition of Parscale Creative was $9,000,000 paid in the form of ninety thousand (90,000) shares of the Company's Series D Preferred Stock, with a stated value of $100 per share. Each one (1) share of Series D Preferred Stock is convertible into two thousand five hundred (2,500) shares of the Company's common stock.
Today, CloudCommerce also entered into a definitive agreement to acquire a second company -- Parscale Media, LLC (Parscale Media) -- a managed hosting solutions provider owned by Mr. Parscale. For over a decade, Parscale Media has provided its customers with advanced managed hosting solutions. The technical experience required to architect, build and manage rapidly scaling websites with increasing demand for security has been their focus since their inception. Parscale Media has over 500 customers, many of which will require digital marketing services from Parscale.
Under the supervision of Mr. Parscale, CloudCommerce will manage the day-to-day operations of Parscale Media until the transaction closes. After the closing, it is anticipated that Mr. Parscale will continue to provide valuable support to CloudCommerce and the hosting business. The closing of this transaction is subject to CloudCommerce's satisfactory review of the operations and audit of financial and corporate records.
These transactions will mark the second and third acquisitions in CloudCommerce's previously announced growth-by-acquisition strategy. The strategy is aimed at providing comprehensive digital solutions for its customers and strengthening the company's position and footprint in the industry.
"These acquisitions are Transformational for our company," said Andrew Van Noy, CEO of CloudCommerce, Inc. "Adding these businesses allows us to provide end-to-end holistic and digital marketing solutions for our customers, and brings us an experienced team that will help drive significant future growth. Brad and Jill have done a terrific job creating a trusted brand in the digital marketing and web solutions industry, and we feel very privileged to be working with them."
Mr. Parscale commented; "I'm very excited for my staff and clients to have this great opportunity to take Parscale to even new heights. For nearly two decades my companies have helped clients meet their marketing and business goals. This merger brings even more possibilities and takes us from not just being the best digital and creative shop in San Antonio but now competitive across the entire nation."
In addition to maximizing internal growth, CloudCommerce intends to continue seeking out additional companies to acquire in an effort to form a global family of digital services and solutions to help leading brands successfully conduct business in the cloud.
~ About CloudCommerce ~
CloudCommerce, Inc. (CLWD) provides advanced e-commerce services to leading brands. Our customers depend on us to help them compete effectively in the $1.6 trillion worldwide e-commerce market. Our comprehensive services include: (1) development of highly customized and sophisticated online stores, (2) real-time integration to other business systems, (3) digital marketing and data analytics, (4) complete and secure site management, and (5) integration to physical stores. Our goal is to become the industry leader by rapidly increasing the number of customers who regularly depend on us and by acquiring other rapidly growing e-commerce service providers.
~ About The Board of Directors ~
Andrew Van Noy – CEO – CloudCommerce Chairman of CloudCommerce Board of Directors: Andrew Van Noy has been the CEO of the Company since 2013. He was the Vice President of Sales and Marketing of the Company from 2011 to 2012 and Executive Vice President of the Company from 2012 to 2013. Mr. Van Noy came to the Company with experience in the private equity and investment banking industry, where he served from 2006 to 2008 as Director of Velocity of Money, a boutique real estate Private Equity firm, and managed over $300 million of transactions at Morgan Stanley’s global banking headquarters in Salt Lake City, Utah. From 2009 to 2011, Mr. Van Noy served as the Vice President of Sales and Marketing for Page Transformer, a company which provided web and software development for iPad, iPhone, and Android devices. Mr. Van Noy received a Bachelor of Science degree in Sociology from Brigham Young University.
Brad Parscale -- CloudCommerce Board of Directors:Brad Parscale creates web marketing strategies and oversees all technical and functional aspects of these strategies. Originally from Kansas, Brad spent five years in California before moving to San Antonio in 2004 to establish Parscale Media, a successful web marketing firm. His 2011 partnership with Jill Giles formed Giles-Parscale, Inc. In 2016 Brad was named Digital Director for the Donald J. Trump presidential campaign.
Jill Giles -- Advisor: to CloudCommerce and Creative Director of Parscale Creative: Jill Giles originates concept/design and art directs all projects, with particular focus on branding, environmental design and commercial interior design. Jill lived in Japan, Washington DC, and Brazil before settling down in San Antonio to establish her first studio, Giles Design, Inc. In 2011 she partnered with Brad Parscale to establish Giles-Parscale.
Gregory Boden – CFO – CloudCommerce CloudCommerce Board of Directors: Gregory Boden has been Chief Financial Officer of the Company since 2012. Prior to that, Mr. Boden served as an independent contractor assisting the Company in accounting and financial reporting matters. In addition to his position as Chief Financial Officer, Mr. Boden is the President of Bountiful Capital, LLC, a Santa Barbara based private investment company. Prior to joining the Company, from 2006 to 2009, Mr. Boden worked in public accounting in the audit practice of KPMG, LLP, after which, from 2009 to 2010, he managed the franchise accounting, treasury and cash application departments of Select Staffing, a nationwide staffing company. Mr. Boden received a Bachelor of Arts degree in Asian studies from Brigham Young University, and a Master of Science degree in accountancy from the University of Denver. He is also a licensed CPA in the state of California.
Zachary Bartlett – VP of Corporate Communications – CloudCommerce CloudCommerce Board of Directors: Zachary Bartlett has been the Vice President of the Company since July 2012. Prior to joining the Company, Mr. Bartlett was the Creative Director of Crowbar Studios, Inc., a graphic design and web development firm he founded in 2008. From 2004 to 2008, he held the position of Art and Brand consultant at Demon International, a snowboard accessories company. In 2009, Mr. Bartlett was one of the founders of Page Transformer, Inc., a company that provided web and software development for iPad, iPhone, and Android devices. Mr. Bartlett received his Bachelor of Fine Arts degree in graphic design from Brigham Young University.
~ To learn more about CloudCommerce, please visit; www.CloudCommerce.com ~