WATERLOO, ONTARIO and VANCOUVER, BRITISH COLUMBIA -- (Marketwire) -- 12/11/08 -- Research In Motion Limited ("RIM") (NASDAQ: RIMM)(TSX: RIM) and Chalk Media Corp. ("Chalk") (TSX VENTURE: CKM) today announced that the two companies have entered into an arrangement agreement (the "Arrangement Agreement") for RIM to acquire Chalk, a publicly-held company based in Vancouver, British Columbia, in an all-cash transaction at a price per share of CDN $0.142, or CDN $23,125,000.
Concurrently with the execution of the Arrangement Agreement, RIM has made a loan to Chalk in the amount of CDN $2.2 million, which will provide additional working capital to fund Chalk's operations until the completion of the transaction.
Chalk, a member of the BlackBerry® ISV Alliance Program, is the developer of Mobile chalkboard(TM), an award-winning application suite that enables the rapid creation and secure, tracked deployment of media-rich "Pushcasts(TM)" to BlackBerry® smartphones. Mobile chalkboard(TM) Pushcasts(TM) facilitate targeted content delivery that can include video or audio files and can be distributed efficiently to BlackBerry smartphones within an organization. Chalk Media's products have already been embraced by large corporate and government organizations that have deployed the BlackBerry platform and will provide a powerful addition to RIM's portfolio of products and services for enterprise customers.
After receiving a fairness opinion from its financial advisor, Blackmont Capital Inc., and consulting with its financial and legal advisors, Chalk's board of directors has unanimously approved the acquisition and recommends that shareholders vote in favor of the transaction. Chalk's directors and several members of management, and certain other shareholders of Chalk, who collectively hold 34,042,652 shares representing approximately 20.9% of Chalk's issued and outstanding common shares, have entered into support agreements with RIM pursuant to which they have agreed to vote their shares in favor of the transaction.
The acquisition is to be carried out by way of a statutory plan of arrangement and will be subject to approval of 75% of the votes cast by Chalk's shareholders at a special meeting of shareholders, expected to be held in January 2009, as well as court approval. The transaction is also subject to certain other customary conditions, including regulatory approvals. The transaction is expected to close in February 2009.
Chalk expects to send an information circular and other materials relating to the transaction to shareholders later this month.
