Digifonica InternationalInc. (TSX-V: DIL) ("Digifonica") and Intertainment Media Inc. (TSX-V: INT) (“Intertainment”),
announced today that, subject to TSX Venture Exchange approval, they have entered into a nonbinding
letter of intent (LOI) to offer Intertainment’s proprietary feature rich Softphone interface
with Digifonica’s proprietary managed service delivery architecture to provide a fully integrated
Internet telephony, IMS, SMS, Managed Content Delivery, Multimedia and other next generation
telecommunications white-label solution for subscriber based social networking and commercial and
community based affinity partners worldwide.
Under the terms of the LOI, Intertainment will provide fully customized versions of their “Itibiti”
Softphone client offering subscribers with a desktop interface that enables them with the ability to
place and receive text messages, peer to peer and regular telephone calls on-net to other
subscribers, and off-net to virtually any fixed, satellite or mobile communications customer worldwide.
In addition, the Softphone interface provides access to common features of the affinity
partners website and the ability to support ad-based revenue generation, offering Intertainment and
Digifonica with greater revenue opportunities that can, in part, be returned to the affinity partners
in the form of higher royalties, or directly to the subscribers in the form of subsidized national and
international calling.
David Lucatch, President and CEO of Intertainment comments, “Intertainment has had a
tremendous amount of initial response from the international business community for its Itibiti
Softphone product, which allows companies to create a feature rich, interactive desktop
environment to share with its customers. The addition of the Digifonica platform allows the
program to expand globally, and provides an opportunity for Intertainment to showcase its
programs around the world”.
Colin Tucker, Chairman of Digifonica further comments, “Promoting Intertainment’s Softphone
solution further compliments the value proposition Digifonica offers to large-scale social networking
and commercial and community based affinity partners and provides Digifonica with a client based
technology solution that further emphasizes Digifonica’s commitment to providing world-class endto-
end solutions”.
ABOUT INTERTAINMENTIntertainment Media Inc. is a conventional and new media company with an experienced and
innovative team of professionals focused on delivering leading edge technology and marketing
solutions.
Intertainment develops and invests in strategic programs that enable clients to increase their
branding and loyalty relationships with their consumers while focusing on increased revenue
generation.
Intertainment delivers high value content, traffic management and advertising solutions through its
owned and investment properties, which include, Eye Rock Digital (www.eyerockdigital.com) NoGood TV (www.ngtv.com), Trooker Inc. (www.trooker.com), and Itibiti Inc.Intertainment Media Inc. is headquartered in Richmond Hill, Ontario, Canada. The company is listed
on the Toronto Venture Exchange (symbol: INT).
Corporate Inquiries:
David Lucatch
905-763-3510
Page
Investor Relations:
AGORACOM
INT@Agoracom.com
www.agoracom.com/IR/intertainment
ABOUT ITIBITI SOFTPHONE INTERFACEIntertainment’s Itibiti platform allows affinity partners to provide subscribers with a completely
customized desktop experience including; IP Telephony, video/multimedia on demand, instant
messaging, SMS, integrated in a feature rich interface that includes a mini web browser which can
be utilized to create active links to the affinity partners web pages, providing information and
outside services and a complete advertising and marketing platform for revenue generation.
ABOUT DIGIFONICADigifonica is a leading, global provider of advanced next generation Internet telephony, IMS, SMS,
Managed Content Delivery and Multimedia services and solutions that enable partners to connect
consumers with every major fixed, VoIP, Mobile and Wireless carrier in the world.
Digifonica’s advanced white-label managed delivery framework supports a multi-currency, multitiered
billing platform, enabling partners to deliver advanced next generation solutions in the
currency and rates and packages of their choice, while Digifonica’s patented-pending VoIP
framework and technologies ensure the highest possible quality of service (QoS) low cost
international calling rates and ability to support short code dialing such as 411, E911, 999 and 112
emergency services. Delivering solutions through value-added partnerships enables Digifonica to
focus resources on designing and building more advanced consumer-driven technologies, while
freeing our partners to focus on their expertise in marketing and selling solutions to consumers.
The Company currently delivers scalable, resilient Internet telephony solutions to clients worldwide,
through their network operations and data centres in Canada, US and Europe.
For further information, please contact:
Gavin McMillan
Digifonica International Inc.
Telephone: +1 604 628 8900
Fax: +1 (604) 430-3591
Email: ir@digifonica.comWeb: https://www.digifonica.comThis news release contains forward-looking statements that involve risks and uncertainties. Such
forward-looking statements or information are based on a number of assumptions that may prove
to be incorrect. Although Digifonica and Intertainment believe that the expectations reflected in
such forward-looking statements are reasonable, undue reliance should not be placed on such
forward-looking statements because Digifonica and Intertainment cannot give assurance that such
expectations will prove to be correct. Forward-looking statements or information are based on
current expectations, estimates and projections that involve a number of risks and uncertainties,
which could cause actual results to differ materially from those anticipated by Digifonica and / or
Intertainment and described in the forward-looking statements or information. The forward-looking
statements or information contained in this news release are made as of the date hereof and
Digifonica and Intetainment do not undertake any obligation to update publicly or revise any
forward-looking statements or information, whether as a result of new information, future events or
otherwise, unless so required by applicable laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy the
securities in any jurisdiction. The securities offered have not and will not be registered under the
United States Securities Act of 1933, as amended, or any state securities laws and may not be
offered or sold in the United States absent registration or an applicable exemption from the
registration requirement.
THE TSX VENTURE EXCHANGE HAS NOT REVIEWED, AND DOES NOT ACCEPT RESPONSIBILITY FOR,
THE ADEQUACY OR ACCURACY OF THIS RELEASE.
One of the first steps in the merger and acquisition ("M&A") process after executing a confidentiality agreement ("Confi") or non-disclosure agreement ("NDA") is the issuance of a non binding letter of intent. A letter of intent, referred to as the "LOI", is a legal document that is provided to show interest in progressing with a transaction, such as to purchase, joint venture or merger.
An LOI is a nonbinding legal agreement that not only expresses interest, but typically details the initial terms for the contemplated transaction, timing for due diligence, any contingencies (financing, Board approval, etc.), and specifies the timing to execute a final definitive agreement and close the transaction.
While this document is not legally binding, the LOI is an important part of a purchasing process because it typically means that both parties have fundamentally agreed on a purchase price, basic terms of the deal and have agreed to negotiate exclusively with each other.