NEW YORK and MINNEAPOLIS, June 26, 2014 /PRNewswire via COMTEX/ -- Creative Realities, LLC ("Creative Realities" or the "Company"), a leader in the marketing technology arena, and Wireless Ronin Technologies, Inc. (OTCQB: RNIN) ("Wireless Ronin"), a leading marketing technologies solutions provider, today announced they have entered into a definitive merger agreement. Upon closing of the proposed transaction, the two companies will be combined into a publicly traded company focused on providing its blue-chip client base with innovative marketing technology solutions that improve the shopping experience for retailers, venue operators and the respective brands they partner with.
Under the terms of the agreement, Creative Realities will merge into a subsidiary of Wireless Ronin, with the sole equity holder of Creative Realities (which is an affiliate of Pegasus Capital Advisors, L.P., or "Pegasus"), receiving approximately 58.5% of the outstanding shares of Wireless Ronin common stock, calculated on a modified fully-diluted basis, including the shares of common stock to be issued in connection with Wireless Ronin's pending merger with Broadcast International Inc. ("Broadcast"), and warrants to acquire an additional 1.5% of Wireless Ronin's common stock. The board of directors of both companies has approved the merger. Paul Price, currently Chief Executive Officer ("CEO") of Creative Realities, will assume the role of CEO of the combined company and Scott Koller, currently CEO of Wireless Ronin, will become President. Upon consummation of the merger, the board of directors of the combined company will have five members, with three members designated by Creative Realities and two members designated by Wireless Ronin.
