News from the Wire

Slyce acquires Drivetrain

Friday, October 31, 2014 — 11:31:06 (EDT)

Toronto, Oct. 31, 2014 - Visual product search platform Slyce (TSX VENTURE:SLC) today announced the completion of its previously announced acquisition of Drivetrain Agency, LLC, ("Drivetrain"). Consideration for the Acquisition is a combination of Slyce common shares ("Common Shares") cash, and deferred cash payments in an amount up to US$3.5 million.

Led by founder and CEO Daniel Grigsby, Drivetrain is a prominent mobile App development agency that builds customized Apps for leading enterprise and consumer brands. The entire Drivetrain development and engineering team will now transfer to Slyce and contribute to the continuing technical development of the Slyce visual search platform.

The agency team will also now be positioned to service leading brands and retailers in the creation of bespoke branded apps utilizing the Slyce visual search platform for one-click, real-world commerce.

Mr. Grigsby has joined the Slyce executive team in the role of Chief Technology Officer ("CTO") and has overall responsibility for Slyce's technical organization. Mr. Grigsby has over 20 years of technical (software, hardware, mobile) experience. He was an original founder of Merchant Planet, an e-commerce provider that merged with LinkExchange before its acquisition by Microsoft as well as payMe.com, a successful early competitor to PayPal which was also acquired. Dan is a '40 under 40' alumni and, in August, was honored as one of Business Journal's 'Titans of Technology' for his work accelerating performance within the technology community.

Slyce CEO Mark Elfenbein said of the announcement "We're incredibly pleased to have tied up this acquisition of a market leader like Drivetrain. With the acquisition of the agency and its highly-specialized development and engineering team, Slyce is able to not only widen the scope of its product offering to leading brands and retailers but also, further deepen its technical expertise and capability.

Dan Grigsby said of the Acquisition, "In my career, I've had the good fortune of founding companies that benefitted from rapid growth in emerging business and technology trends. I see mobile visual search as the next great opportunity in this field and am, therefore, immensely excited to be joining Slyce at this point in their expansion."

The aggregate purchase price paid by Slyce for Drivetrain is comprised as follows: (i) US$1.5 million in cash payable at closing; (ii) US$1.0 million in Common Shares payable at closing at an issue price of US$0.539 (or approximately CDN$0.608) per share, such that 1,855,288 Common Shares of Slyce will be issued; and (iii) up to US$1.0 million in deferred cash payments payable in certain circumstances over a period of 24 months following the closing.

The Common Shares being issued will be subject to all applicable securities and regulatory hold periods. In addition, the Common Shares issuable pursuant to the Acquisition will also be subject to a voluntary lock-up agreement comprised of a period of 720 days following the closing date and will be released in one-eighth tranches on the closing date and every 90 days thereafter until fully released.

About Slyce

The Corporation is a visual search technology company based in Toronto, Ontario and is engaged in the business of providing advanced visual search software that allows consumers to purchase products at the moment they discover them - in the real-world and online.

Slyce has developed an advanced visual search platform that integrates with retail brands and digital content providers to give their customers the ability to instantly discover and purchase products that inspire them by simply snapping photographs with their smartphones or 'clicking' images on either their smartphones (mobiles) or desktop web browsers.

Slyce's strategy is to position itself as a pivotal player in the emerging visual web. Slyce will provide its technology to retailers, brands, app developers and digital publishers, enabling their apps to recognize products for instant purchase. Slyce will provide its technology in exchange for integration, licensing and per search fees, percentage sales splits and big data provision and analysis. Slyce is currently working with a growing list of fortune 1000 brands and companies as well as multiple innovative developers.

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Source: Company press release.