PLFX https://www.nasdaq.com/press-release/recal
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Posted On: 08/10/2018 12:34:46 PM
PLFX
https://www.nasdaq.com/press-release/recall-s...0810-00499
Recall Studios Completes $200 Million Acquisition of Evolution AI Corporation Including Majority Stake in Pulse Evolution Corporation
Deal includes 150 Million Share Majority Stake in Digital Human, Holographic Entertainment Pioneer Pulse Evolution Corporation (OTC "PLFX"
Acquisition marks First Major Step toward Completion of its planned $1.38 per share Tender Offer to Acquire PLFX
Company to leverage Evolution AI's Global Reputation and Key Strategic Shareholders to Establish Worldwide Distribution of AR and VR Applications
Combined Companies Expected to Meet Listing Requirements of NYSE
New York, NY, Aug. 10, 2018 (GLOBE NEWSWIRE) -- Recall Studios (OTC: "BTOP" today announced it successfully completed the acquisition of Evolution AI Corporation, an artificial intelligence technology company engaged in the development of hyper-realistic human animation technology to enable leading Artificial Intelligence platforms to interact with consumers in a relatable human form. The acquisition also includes Evolution AI Corporation's majority stake in Pulse Evolution Corporation (OTC: "PLFX" , a globally recognized pioneer in the development of hyper-realistic digital humans for live shows, virtual reality, augmented reality, holographic, 3D stereoscopic, web, mobile, interactive and artificial intelligence applications.
Under the terms of the transaction, to be more fully described in the Company's forthcoming 8-K filing, Recall Studios issued approximately $200 million in common stock equivalent securities to Evolution AI Corporation shareholders in exchange for substantially all of the common stock of Evolution AI Corporation. The acquisition also includes 150 million common share equivalents, or an approximate 60% ownership interest, of Pulse Evolution Corporation and marks the first major milestone in Recall's completion of its previously announced $1.38 per share tender offer to acquire the remaining publicly floated shares of Pulse Evolution.
Commenting on the acquisition, Recall Chairman Alexander Bafer stated, "With impressive new VR technology patents in process, and commercial applications in AR underway, the purchase of Evolution AI and Pulse Evolution helps us to complete the picture. Our combined companies will stand uniquely among the industry's first vertically integrated Mixed-Reality companies, from IP-owner to Content Creator to Applications Provider."
Recall Studios is committed to the development and exploitation of disruptive technologies, in new media and entertainment, that elevate the way consumers interact with content. Recall's principal strategy is focused on the explosive market of Mixed Reality (both augmented and virtual), with a portfolio of proprietary technology (and patents pending) that is market-ready and slated for commercial introduction in 2018. In addition to Recall Studios' in-house development initiatives, the company believes strongly in the use of its public currency, supported by the experience of the leadership team, for the acquisition of best-of-breed technologies, applications and companies that further establish the company as an industry pioneer, with global visibility and scalable distribution for our applications.
Through the acquisition of Evolution AI Corporation, Recall Studios will secure participation in the exciting opportunities of artificial intelligence, and will also acquire control of Pulse Evolution Corporation, an entertainment technology company with an impressive global reputation. Pulse Evolution and its principals are most popularly known for producing some of the most visually stunning digital humans in the history of entertainment, including the Academy Award lead character in The Curious Case of Benjamin Button (2008), the digital alter-ego of Jeff Bridges in Tron: Legacy (2010), the holographic performance of Virtual Tupac Shakur at the Coachella Valley Music Festival (2012), and Virtual Michael Jackson at the Billboard Music Awards (2014).
Founded by new media pioneer John Textor, described recently by Forbes magazine as "Hollywood's Virtual Reality Guru", Evolution AI is committed to applications of Mixed Reality (VR and AR) and the important role that digital humans and artificial intelligence will play in the world of immersive entertainment. We believe that the impressive digital humans and consolidated entertainment properties of Evolution AI will achieve even greater market potential through the AR and VR technology of Recall Studios. For our shareholders, the purchase of Evolution AI Corporation will provide Recall Studios with global market visibility and product distribution opportunities that would otherwise take years to establish.
Also significant is that the board of Pulse Evolution recently announced its support for Recall's publicized tender offer for all available shares of PLFX stock trading in the public float. Recall has offered $1.38 per share of value, in the form of Recall Studios shares, for each share of Pulse Evolution so exchanged. Recall believes this to represent fair and compelling consideration for the interest of Pulse shareholders. Having closed on this acquisition of 150 million shares of Pulse this week, Recall is resoundingly committed to complete the public tender acquisition for the small percentage of Pulse that trades in the public float. The focus is building shareholder value for Recall shareholders, as well as those Pulse shareholders who choose to become Recall shareholders, so it is the company's intent to acquire all remaining Pulse shares in the public float, terminate the PLFX ticker symbol, and take full responsibility for building the value of Pulse as a Recall Studios subsidiary.
Recall's purchase of Evolution AI Corporation and the planned tender offer to the shareholders of Pulse Evolution represent the first steps toward an exciting combination of Recall Studios' impressive mixed reality technologies with established global players who are well known for their production of visually stunning computer-generated imagery and their innovative use of alternative display technologies in the development of new forms of entertainment.
https://www.nasdaq.com/press-release/recall-s...0810-00499
Recall Studios Completes $200 Million Acquisition of Evolution AI Corporation Including Majority Stake in Pulse Evolution Corporation
Deal includes 150 Million Share Majority Stake in Digital Human, Holographic Entertainment Pioneer Pulse Evolution Corporation (OTC "PLFX"
Acquisition marks First Major Step toward Completion of its planned $1.38 per share Tender Offer to Acquire PLFX
Company to leverage Evolution AI's Global Reputation and Key Strategic Shareholders to Establish Worldwide Distribution of AR and VR Applications
Combined Companies Expected to Meet Listing Requirements of NYSE
New York, NY, Aug. 10, 2018 (GLOBE NEWSWIRE) -- Recall Studios (OTC: "BTOP"
today announced it successfully completed the acquisition of Evolution AI Corporation, an artificial intelligence technology company engaged in the development of hyper-realistic human animation technology to enable leading Artificial Intelligence platforms to interact with consumers in a relatable human form. The acquisition also includes Evolution AI Corporation's majority stake in Pulse Evolution Corporation (OTC: "PLFX" , a globally recognized pioneer in the development of hyper-realistic digital humans for live shows, virtual reality, augmented reality, holographic, 3D stereoscopic, web, mobile, interactive and artificial intelligence applications. Under the terms of the transaction, to be more fully described in the Company's forthcoming 8-K filing, Recall Studios issued approximately $200 million in common stock equivalent securities to Evolution AI Corporation shareholders in exchange for substantially all of the common stock of Evolution AI Corporation. The acquisition also includes 150 million common share equivalents, or an approximate 60% ownership interest, of Pulse Evolution Corporation and marks the first major milestone in Recall's completion of its previously announced $1.38 per share tender offer to acquire the remaining publicly floated shares of Pulse Evolution.
Commenting on the acquisition, Recall Chairman Alexander Bafer stated, "With impressive new VR technology patents in process, and commercial applications in AR underway, the purchase of Evolution AI and Pulse Evolution helps us to complete the picture. Our combined companies will stand uniquely among the industry's first vertically integrated Mixed-Reality companies, from IP-owner to Content Creator to Applications Provider."
Recall Studios is committed to the development and exploitation of disruptive technologies, in new media and entertainment, that elevate the way consumers interact with content. Recall's principal strategy is focused on the explosive market of Mixed Reality (both augmented and virtual), with a portfolio of proprietary technology (and patents pending) that is market-ready and slated for commercial introduction in 2018. In addition to Recall Studios' in-house development initiatives, the company believes strongly in the use of its public currency, supported by the experience of the leadership team, for the acquisition of best-of-breed technologies, applications and companies that further establish the company as an industry pioneer, with global visibility and scalable distribution for our applications.
Through the acquisition of Evolution AI Corporation, Recall Studios will secure participation in the exciting opportunities of artificial intelligence, and will also acquire control of Pulse Evolution Corporation, an entertainment technology company with an impressive global reputation. Pulse Evolution and its principals are most popularly known for producing some of the most visually stunning digital humans in the history of entertainment, including the Academy Award lead character in The Curious Case of Benjamin Button (2008), the digital alter-ego of Jeff Bridges in Tron: Legacy (2010), the holographic performance of Virtual Tupac Shakur at the Coachella Valley Music Festival (2012), and Virtual Michael Jackson at the Billboard Music Awards (2014).
Founded by new media pioneer John Textor, described recently by Forbes magazine as "Hollywood's Virtual Reality Guru", Evolution AI is committed to applications of Mixed Reality (VR and AR) and the important role that digital humans and artificial intelligence will play in the world of immersive entertainment. We believe that the impressive digital humans and consolidated entertainment properties of Evolution AI will achieve even greater market potential through the AR and VR technology of Recall Studios. For our shareholders, the purchase of Evolution AI Corporation will provide Recall Studios with global market visibility and product distribution opportunities that would otherwise take years to establish.
Also significant is that the board of Pulse Evolution recently announced its support for Recall's publicized tender offer for all available shares of PLFX stock trading in the public float. Recall has offered $1.38 per share of value, in the form of Recall Studios shares, for each share of Pulse Evolution so exchanged. Recall believes this to represent fair and compelling consideration for the interest of Pulse shareholders. Having closed on this acquisition of 150 million shares of Pulse this week, Recall is resoundingly committed to complete the public tender acquisition for the small percentage of Pulse that trades in the public float. The focus is building shareholder value for Recall shareholders, as well as those Pulse shareholders who choose to become Recall shareholders, so it is the company's intent to acquire all remaining Pulse shares in the public float, terminate the PLFX ticker symbol, and take full responsibility for building the value of Pulse as a Recall Studios subsidiary.
Recall's purchase of Evolution AI Corporation and the planned tender offer to the shareholders of Pulse Evolution represent the first steps toward an exciting combination of Recall Studios' impressive mixed reality technologies with established global players who are well known for their production of visually stunning computer-generated imagery and their innovative use of alternative display technologies in the development of new forms of entertainment.
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