Vringo Plans to Acquire m-Wise, Inc.

Mar 10, 2011

Vringo, Inc., a provider of video ringtones and personalization software for mobile devices, announced that it has signed a non-binding letter of intent to acquire the assets of m-Wise, Inc. m-Wise provides a platform for content owners and service providers to manage, deliver, and monetize mobile entertainment, content, and applications. The m-Wise mobile software as a service platform is used to power over three million daily mobile service transactions world-wide, and m-Wise has performed over one billion mobile transactions since it was founded in 2000.

Under the terms of the LOI, Vringo will issue m-Wise 1.9 million shares of its common stock, provide m-Wise's management with a retention package with options to purchase 500,000 shares of common stock, and assume and pay certain of m-Wise's expenses and related costs in the amount of $615,000 over a two year period. Vringo will also be issuing a five-year promissory note for $320,000 convertible into 200,000 shares of its common stock for certain services provided in connection with the transaction.

The proposed transaction is subject to the satisfactory completion of due diligence by Vringo, the execution of a definitive agreement, regulatory approval, and the approval of both the boards of directors and stockholders of Vringo and m-Wise.