Now its settled. But the agreement SUCKS for SITO!
NEWS
SITO Mobile Announces Termination of IP Revenue Sharing Agreement and Settlement of Related Litigation
JERSEY CITY, N.J., Feb. 20, 2018 (GLOBE NEWSWIRE) -- SITO Mobile, Ltd. (NASDAQ:SITO), a leading mobile engagement platform (“SITO” or the “Company”), today announced that it has entered into a Settlement Agreement and Mutual Release (the “Settlement Agreement”) with TAR SITO LendCo LLC (“TAR”), Mr. Julian Singer, Ms. Karen Singer and Mr. Gary Singer (collectively with TAR, the “TAR Group”).
Pursuant to the Settlement Agreement, we have agreed, among other things, that:
The Revenue Sharing and Note Purchase Agreement dated October 3, 2014, as amended (the “IP Revenue Sharing Agreement”), by and among SITO and certain of our subsidiaries, on the one hand, and Fortress Credit Co. LLC, and CF DB EZ LLC, on the other hand, the rights to which were acquired by TAR in July 2017, is being terminated in exchange for a one-time payment by SITO to the TAR Group of $3.5 million;
The pending litigation between SITO, certain of our subsidiaries and the TAR Group relating to the IP Revenue Sharing Agreement will be dismissed;
Each of SITO and our subsidiaries, on the one hand, and the members of the TAR Group and certain of their affiliates, on the other hand, will release each other from any and all claims we or they have, had or may have against the other party at any time prior and up to the date of the settlement agreement;
For a period of five years, the members of the TAR Group will not, directly or indirectly: acquire or sell SITO’s securities;nominate or recommend for nomination a person for election at any shareholders’ meeting at which members of our Board are to be elected, or participate in any proxy contest or consent solicitation to elect or remove any of our directors;submit any shareholder proposal; encourage any other person to take similar action with respect to the Company; solicit the employment or engagement of services of certain employees of and consultants to SITO or our subsidiaries or affiliates; and solicit or induce any other person to cease, diminish or not commence doing business with SITO or any of or affiliates; and
neither SITO or our subsidiaries, on the one hand, nor any member of the TAR Group, on the other hand, will publicly disparage or criticize the other party, or encourage or assist any other person to threaten or pursue any legal proceeding against the other party.
A portion of the proceeds of our previously announced public offering of SITO’s common stock, which was completed February 9, 2018, will be used to fund the payment to be made by SITO to TAR under the Settlement Agreement. The payment under the Settlement Agreement will be expensed by the Company in its first quarter 2018 financial statements.
About SITO Mobile Ltd.
SITO Mobile provides a mobile engagement platform that enables brands to increase awareness, loyalty, and ultimately sales. For more information, visit www.sitomobile.com.
Cautionary Statement Regarding Certain Forward-Looking Information
