TORONTO--(CCNMatthews - August 09, 2007) - JumpTV Inc. ('JumpTV')(AIM: JTV) (TSX: JTV), the world's leading broadcaster of livetelevision over the Internet, announced that it has agreed to acquireCycling TV Ltd ('Cycling.tv' or the 'Company') (www.cycling.tv),based in London, England, for a total of 2.44 million (approx US$4.95million), which includes 1.09 million (approx US$2.21 million) incash payable on closing, and 1.34 million (approx US$2.74 million) incommon stock, which will be issued on 28 September 2007. Applicationto the AIM Market of the London Stock Exchange will be made in duecourse. The transaction is expected to close this week.
The agreement also includes performance shares equal to 3.35million (approx US$6.79 million) that may be earned based on pre-determined revenue targets. To earn all of the performance shares,revenue for the 24 month period ended July 31, 2009 would need toexceed 5.43 million (approx US$10.99 million).
The JumpTV share price used to calculate the number of shares tobe issued in connection with this acquisition will be equal to theaverage closing price of the JumpTV common stock on the Toronto StockExchange in 2007 on each of June 29, July 31, August 31, andSeptember 28.
Cycling.tv currently holds the internet broadcast rights to top-tier international cycling races including Vuelta a Espana (one ofthe three European 'Grand Tour' races), Paris Roubaix, Tour deSuisse, Criterium Dauphine du Libere and the Amstel Gold Race. LikeJumpTV, Cycling.tv typically has long-term exclusive Internetbroadcast agreements with its rights owners. .
In 2007, Cycling.tv will broadcast all of the major cycling racesworldwide live other than the Tour de France. Cycling.tv viewers do,however, have access to 3-minute highlights of each Tour de Franceday's racing, on a video-on-demand basis, in addition to anunprecedented amount of exclusive, behind-the-scenes reports andextra features which the Company produced in association with Tour deFrance organizers, ASO.
Cycling.tv has an audience of Pro Cycling fans all over the worldwith its largest markets being North America and Western Europe. InJune 2007, the Company reported viewers in 139 countries.
In 2006, Cycling.tv streamed more than 130 live racing days ofcycling and currently averages more than 12 live streamed race daysper month. The Company anticipates streaming more than 140 live racedays in 2007.
Cycling.tv is the leading online video network offering dedicatedcycling content to the global cycling audience. Cycling.tv currentlyhas approximately 18,000 paying subscribers who pay, on average, anannual fee of approximately 19. On an average monthly basis over thepast 12 months, Cycling.tv had approximately 130,000 unique visitors,over 200,000 live and video-on-demand stream views and approximately10 million live and video-on-demand minutes viewed across theCycling.tv platform and all other video distribution platforms. LikeJumpTV, Cycling.tv has a targeted audience for advertisers and highengagement with average user viewing sessions of 43 minutes.
The Company currently offers a mixture of live and archivedcycling races/events and related value-added content on asubscription, pay-per-view basis and free-to-consumer, ad-supportedbasis. All of the content offered through Cycling.tv is madeavailable for free at lower-quality data rates while subscriptionsare available to higher-quality streams.
There are currently four subscription packages available to usersof Cycling.tv including the Premium Channel, Versus Channel, Vuelta aEspana Channel and the UCI Channel. The Premium Channel subscriptionis the most popular and includes access to the cycling calendar's toplive action including the 'Spring Classics,' plus full access to thefull Premium video archive. A Versus subscription allows NorthAmerican users full access to the Giro D'Italia (the world's secondlargest cycling event) live, plus other top Italian cycling on avideo-on-demand basis. The Vuelta a Espana subscription includes fullaccess to the live and on-demand event, and finally, the UCI Channelsubscription offers access the World Championships in all of thedisciplines including road, track, cyclo-cross and mountain biking.
G Scott Paterson, chairman and CEO of JumpTV, said: 'Thisacquisition is in line with our pursuit of exclusive, hard-to-findand high-affinity Internet video content. Cycling is a global sportwith a large and passionate international following. Moreover, we areconfident that, as part of JumpTV, the world's top cycling races willbe able to afford their worldwide fans the best in an onlineexperience.'
Kaleil Isaza Tuzman, president and COO of JumpTV, continued, 'Aswe have continually stated, sports programming on JumpTV drivesviewership and we will continue to aggressively pursue the internetbroadcasting rights to important international sporting properties.These properties also hold appeal for our distribution partnersaround the world -- be they ISPs, Internet portals, mobile carriersor IPTV set-top-box providers.'
JumpTV will continue to maintain the Cycling.tv website and SimonBrydon, the current chief executive officer of Cycling.tv, willcontinue in his position managing the asset. Cycling.tv will becomepart of the JumpTVSports division along with the to-be-acquired XOSBroadband Network, the acquisition of which is expected to closelater this month. JumpTV's Hispanic sports portal, www.SportsYa.com,and exclusive properties such as FIFA championship soccer tournamentsin Canada, Euro2008 Qualifying matches, the Egyptian FootballFederation and the Israeli Football League will also form part ofJumpTVSports.
Brydon commented on the agreement with JumpTV, 'We are delightedthat Cycling.tv has found a perfect home at JumpTV. By becoming apart of the JumpTV team, we are instantly able to leverage ourexisting roster of top-tier cycling events and industry know-how withJumpTV's proprietary content delivery network, its 'Jumper' API mediaplayer and global distribution partnerships -- factors which webelieve will add experiential value to our viewers, expand ouroverall viewership and add to the value proposition for ouradvertisers.'
Brydon continued, 'To date Cycling.tv has focused on the sport ofprofessional bike racing and while this will always be core to theCompany, this also gives us an opportunity to develop our leisurecycling and recreational biking content which we believe will widenour appeal even further.'
Cycling.tv generated, on an unaudited basis, 229,860 (approxUS$465,397) of revenue in the 5 months ending May 31, 2007 and anoperating loss of 167,411 (approx US$338,957) during the same period.Unaudited revenue and operating loss for calendar 2006 was 376,795(approx US$762,897) and 536,383 (approx US$1,086,015) respectivelycompared to 77,580 (approx US$157,076) and 79,494 (approx US$160,952)for the calendar year 2005.
Pro forma of the closing of the acquisitions of Cycling TV and theXOS Broadband Network (expected to be prior to the end of August2007) there are, as of today's date, approximately 72,000 payingmonthly/annual subscribers on JumpTV.
About JumpTV
Live Television From Around the World -- online, anytime,anywhere.
JumpTV (AIM: JTV) (TSX: JTV) is the world's leading distributor oflive Internet television. With over 290 TV channels from 75+countries, JumpTV delivers full-screen news, sports and entertainmentcontent on a real-time basis from all corners of the globe tocomputers, Internet-enabled TV sets, IP set-top-boxes and cell phoneswith browser access.
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Forward-looking statement
Certain statements herein may constitute forward-lookingstatements, including those identified by the expressions 'may,''will,' 'should,' 'could,' 'anticipate,' 'believe,' 'plan,''estimate,' 'potential,' 'expect,' 'intent' and similar expressionsto the extent they relate to JumpTV or its managements. Thesestatements reflect JumpTV's current expectations and are based oninformation currently available to management. These forward-lookingstatements are subject to a number of risks, uncertainties,assumptions and other factors that could cause actual results orevents to differ materially from current expectations, including thematters discussed under 'Risk Factors' contained in JumpTV'sprospectus (admission document) dated August 1, 2006 and the mattersdiscussed under 'Risk Factors' contained in JumpTV's final short formprospectus dated February 19, 2007. These forward-looking statementsare made as of the date hereof, and JumpTV assumes no obligation toupdate or revise them to reflect new events or circumstances.
