Route1 Inc (ROIUF)

[Renee]

ROIUF: effective Aug. 13,2019 a one for 10 reverse split:

https://otce.finra.org/otce/dailyList?viewType=Symbol%2FName%20Changes

[makinezmoney]

$ROUIF: NEWS.... Group Mobile Presentation (Webcast)

https://www.route1.com/wp-content/uploads/2018/03/Route1-March-26-2018-Webcast.pdf


$0.0217


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On March 22, 2018, Route1 closed the acquisition of Group Mobile Int’l, LLC (Group
Mobile) from XpresSpa Group, Inc. (XpresSpa Group).
– Route1 announced the signing of the definitive agreement to acquire Group
Mobile (the “Agreement”) on March 8, 2018.
• Group Mobile based in Chattanooga, TN and Chandler, AZ, supplies rugged mobile
technology solutions to leading automotive manufacturing companies and suppliers,
other leading manufacturing and distribution companies, as well as local and state
governments in the southeastern and southwestern United States


Group Mobile Background:
– Deployed over 1.5 million rugged mobile devices.
– https://groupmobile.com/.
– Based on historical results, quarterly revenue of USD $3.4 million to USD $4.5
million, gross profit margin of 16% to 22% and positive EBITDA.
– Increased margins driven by services offerings.
– Rapidly growing recurring revenue Technology as a Service model.
– Hardware supplier relationships with the leaders in rugged and warehouse
focused technology equipment manufacturers – Getac and Zebra.
– Strong distributor relationships including Ingram Micro, ScanSource and Synnex.


Transaction Rationale. Route1 is acquiring Group Mobile to:
A. Expand Route1’s service and product offerings;
B. Strengthen outside and inside sales;
C. Diversify revenue, customers, and verticals;
D. Expand the use of Route1’s core technologies into the manufacturing,
distribution, local and state governments and respective suppliers; and
E. Leverage Group Mobile’s current and future placement of rugged mobile devices
to sell Route1’s core technologies as an integrated offering




Fixed Consideration. Under the terms of the Agreement, Route1 issued to XpresSpa
Group:
– 25 million common shares, and
– 30 million, three-year common share purchase warrants with an exercise price of
CAD 5 cents per common share.
• XpresSpa Group now owns approximately 7% of Route1’s undiluted common shares.
The issued Route1 common shares will not be tradable until a date no earlier than 12
months after the closing date:
– 50% or 12.5 million common shares tradeable after 12 months, plus
– 2,083,333 common shares tradeable each month until 18 months after the date
of closing, subject to a change of control provision.



Contingent Consideration. There may also be one or more payments made to
XpresSpa Group based on the actual gross profit of Group Mobile meeting a
minimum threshold in each 12-month period during the first three years post-closing
or for the three years in aggregate post-closing. Specifically:
– An annual earn-out if the gross profit of Group Mobile is in excess of USD
$3,750,000 per 12-month period, then XpresSpa Group will receive 27.5% of the
actual gross profit amount greater than USD $3,750,000. If the gross profit
target is missed in the first or second year, no subsequent annual earn-out
payment(s) will be made; and
– A cumulative earn-out that is equal to 27.5% of the Group Mobile gross profit for
the first 36 months post-closing that is in excess of $11,250,000 less any annual
earn-out amounts previously made. Payments pursuant to the annual or
cumulative earn-out will be made in cash, 90 days after the respective period
end.




Additional Deal Terms.
– No assumption of indebtedness (other than trade payables or accruals incurred
in the ordinary course of business).
– A minimum working capital balance.
– An XpresSpa Group non-compete and non-solicitation for a period of three years.
– A voting agreement whereby, if XpresSpa Group owns in excess of 3% of the
outstanding shares of Route1, all common shares issued as part of the
acquisition are subject to a voting agreement with Route1 for the term of the
earn-out.




Route1 filed a complaint against AirWatch LLC (“AirWatch”) in Delaware court on March 27, 2017.
The complaint was served on AirWatch on June 1, 2017. The civil action number is 1:17-cv-00331-
RGA and was assigned to the Honorable Richard G. Andrews.
10
March 27, 2017 Route1 complaint filed
June 1, 2017 Route1 complaint served
August 28, 2017 Scheduling Order was issued
September 15, 2017 Initial Disclosures were made
September 22, 2017 AirWatch filed an Inter Partes Review (“IPR”) petition with the US Patent and Trademark Office (“USPTO”)
September 27, 2017 AirWatch and Route1 disclosures made re Default Standard of Discovery
September 27, 2017 Route1 identified the accused products and produced a file history for the its patent(s)
October 6, 2017 AirWatch petition for an IPR certified as received by the USPTO
October 17, 2017 AirWatch filed a Motion to Stay pending the IPR
October 24, 2017 AirWatch’s Motion to Stay filed on October 17, 2017 was denied
November 10, 2017 AirWatch produced technical documentation related to the accused products
December 11, 2017 Route1 produced its initial infringement contentions relating to the accused products to asserted claims
December 22, 2017 Route1 filed its response to AirWatch’s IPR petition
January 9, 2018 AirWatch produced its initial invalidity contentions
January 16, 2018 Parties exchanged proposed claim constructions
January 23, 2018 Joint claim construction chart filed
February 16, 2018 Route1 served opening Claim Construction Brief
March 19, 2018 AirWatch served answering Claim Construction Brief
March 20, 2018 Patent Trial and Appeal Board (“PTAB”) denies institution of an IPR on the Route1 patent



Route1 filed a complaint against AirWatch LLC (“AirWatch”) in Delaware court on March 27, 2017.
The complaint was served on AirWatch on June 1, 2017. The civil action number is 1:17-cv-00331-
RGA and was assigned to the Honorable Richard G. Andrews.
What does the PTAB ruling mean for Route1?
• The PTAB issued its decision determining that AirWatch had not demonstrated a reasonable
likelihood that it would prevail in establishing that any claims of the ‘216 patent are invalid and,
accordingly, denied the IPR petition; AirWatch has 30 days to file a motion for reconsideration.
• Stay on track for a court date in September 2019, when we can focus on proving infringement
and the quantum of damages

[helpx]

50% or 12.5 million common shares tradeable after 12 months, plus2,083,333 common shares tradeable each month until 18 months after the date of closing, subject to a change of control provision.

[helpx]

Do you know the float and os here? Thanks

[makinezmoney]

$ROIUF: Big Things MOVING IN !!!!!!!!!!!!!!!!!!!!!!!!!


I Always get in ahead of the GAME :)

https://buyxplore.com/xplore-xslate-b10.html












$ROIUF

[makinezmoney]

$ROIUF: Route-1 Acquisition of Group-Mobile-LLC

Annual Revenues of $12Million/yr

WOW !!!!!!!!


https://groupmobile.com/



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Route1 Signs Definitive Agreement to Acquire Group Mobile
Acquisition to Accelerate Route1’s Growth into Manufacturing Customers



Toronto, March 8, 2018 – Route1 Inc. (OTCQB: ROIUF and TSXV: ROI) (the “Company” or “Route1”), a leader in secure data protection technologies and user authentication for government and enterprise, today announced that it has entered into an agreement to acquire Group Mobile Int’l, LLC (“Group Mobile”) from XpresSpa Group, Inc. (“XpresSpa Group”).

Group Mobile, a wholly owned subsidiary of XpresSpa Group, based in Chattanooga, TN and Chandler, AZ supplies rugged mobile technology solutions to a number of the world’s largest automotive manufacturing companies and suppliers, the world’s largest manufacturing company, as well as local and state governments in the southeastern and southwestern United States.

Group Mobile Background:



Deployed over 1.5 million rugged mobile devices.
https://groupmobile.com/.
Based on historical results, quarterly revenue of USD $3.4 million to USD $4.5 million, gross profit margin of 16% to 22% and positive EBITDA.
Margins driven by services offerings.
Rapidly growing recurring revenue Technology as a Service model.
Hardware supplier relationships with the leaders in rugged and warehouse focused technology equipment manufacturers – Getac and Zebra.
Strong distributor relationships including Ingram Micro, ScanSource and Synnex.
Route1 is acquiring Group Mobile to expand the use of Route1’s core technologies into the enterprise sector, diversify the Route1 client base, and leverage Group Mobile’s current and future placement of rugged mobile devices to sell Route1’s core technologies.

Route1 believes that tangible synergy is realizable post-closing as a result of the acquisition of Group Mobile. Route1 plans to:

Sell ActionPLAN, Powered by MobiNET to Group Mobile’s long-standing customers and new US based automotive OEMs and Tier I and II parts manufacturers;
Further the introduction of MobiKEY to corporate America by creating a seamless way to manage, patch, and harden rugged mobile devices; and
Embed MobiKEY and ActionPLAN, Powered by MobiNET application software with new rugged devices sold to generate new recurring revenue.
The acquisition will also provide Route1 with additional sales resources for existing technologies and these new human resources will provide sales bench strength, training and mentoring to the existing Route1 sales team.

Route1 entered into an agreement to acquire Group Mobile from XpresSpa Group on March 6, 2018. The closing date of the acquisition is expected to occur in late-March 2018. The approximate two weeks between signing and closing will be used to obtain the requisite regulatory and stakeholder contract approvals, and business integration planning.

On closing, Route1 will issue to XpresSpa Group 25 million common shares and 30 million, three-year common share purchase warrants with an exercise price of CAD 5 cents per common share; post-closing, XpresSpa Group will own approximately 6.7% of Route1’s undiluted common shares. The issued Route1 common shares will not be tradable until a date no earlier than 12 months after the closing date; 50% or 12.5 million common shares tradeable after 12 months plus an additional 2,083,333 common shares tradeable each month until 18 months after the date of closing, subject to a change of control provision.

There may also be one or more payments made to XpresSpa Group based on the actual gross profit of Group Mobile meeting a minimum threshold in each 12-month period during the first three years post-closing or for the three years in aggregate post-closing. Specifically, if the gross profit of Group Mobile is in excess of USD $3,750,000 per 12-month period, then XpresSpa Group will receive 27.5% of the actual gross profit amount greater than USD $3,750,000. If the gross profit target is missed in the first or second year, no subsequent annual earn-out payment(s) will be made. There is also a cumulative earn-out that is equal to 27.5% of the Group Mobile gross profit for the first 36 months post-closing that is in excess of $11,250,000 less any annual earn-out amounts previously made. Payments pursuant to the annual or cumulative earn-out will be made in cash, 90 days after the respective period end.

Additional transaction terms include:

No assumption of indebtedness (other than trade payables or accruals incurred in the ordinary course of business).
A minimum working capital balance.
An XpresSpa Group non-compete and non-solicitation for a period equivalent to the proposed earn out term.
A voting agreement whereby, if XpresSpa Group owns in excess of 3% of the outstanding shares of Route1, all common shares issued as part of the acquisition are subject to a voting agreement with Route1 for the term of the earn-out.
Upon closing, Route1 will hold a shareholder webcast and conference call to discuss the transaction.

About Route1 Inc.
Route1 Inc. is a world-leader in secure data protection technologies and user authentication for government and enterprise. Route1 solutions enable the workforce to be more productive and more flexible without compromising system access, data-at-rest, or data-in-use. The Company’s suite of patented enterprise security solutions combines best-in-class authentication, data security and secure communications with streamlined administration tools, running on a proven, trusted infrastructure. From mobile access to business continuity to best-in-class full system encryption, Route1 offers the most effective, affordable methods to secure the digital fortress, while meeting or exceeding the highest standards for government and industry. Route1 has Full Authority to Operate from the U.S. Department of Defense, the U.S. Department of the Navy, the U.S. Department of the Interior, and other government agencies. The Company is also trusted by enterprise security teams in the banking, healthcare, legal and education sectors, among others. With offices in Washington, D.C., Boca Raton, FL and Toronto, Canada, Route1 serves public and private sector clients around the world. Route1 is listed on the OTCQB in the United States under the symbol ROIUF and in Canada on the TSX Venture Exchange under the symbol ROI. For more information, visit: www.route1.com.

About XpresSpa Group, Inc.
XpresSpa Group, Inc. (Nasdaq: XSPA) is a health and wellness holding company. XpresSpa Group’s core asset, XpresSpa, is the world’s largest airport spa company, with 57 locations in 23 airports globally, including one off-airport spa at Westfield World Trade Center in New York City. XpresSpa offers services that are tailored specifically to the busy customer. XpresSpa is committed to providing exceptional customer experiences with its innovative premium spa services, as well as exclusive luxury travel products and accessories. XpresSpa serves almost one million customers per year at its locations in the United States, Holland, and the United Arab Emirates. XpresSpa Group’s non-core assets include Group Mobile, Infomedia, and intellectual property assets. To learn more about XpresSpa Group, visit: www.XpresSpaGroup.com. To learn more about XpresSpa, visit www.XpresSpa.com.

For More Information Contact:

Route1 Inc.
Peter Chodos
EVP and CFO, Route1 Inc.
[phone]
[e-mail]

XpresSpa Group, Inc.
Jeff Sonnek
ICR
[phone]
[e-mail]

This news release, required by applicable Canadian laws, does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

© 2018 Route1 Inc. All rights reserved. No part of this document may be reproduced, transmitted or otherwise used in whole or in part or by any means without prior written consent of Route1 Inc. See https://www.route1.com/terms-of-use/ for notice of Route1’s intellectual property.

[makinezmoney]

$ROIUF: Currently standing at $0.02/share





$ROIUF

[makinezmoney]

$ROIUF: 2017 Annual Revenues approximately $5.5Million


Audited Financials.


Listed on Canadian Stock Exchange as well


https://backend.otcmarkets.com/otcapi/company/financial-report/182144/content





$ROIUF

[makinezmoney]

$ROIUF: Comprehensive Corporate Presentations (Aug.23,2017)


https://www.route1.com/wp-content/uploads/2017/05/Route1_Q2_2017_Webcast_Aug_23_2017.pdf






$ROUIF