SHELTON, Conn., July 30, 2008 /PRNewswire-FirstCall via COMTEX/ — Most Home Corp. (MHME:most home corp com), a national provider of online customer service solutions for the mortgage and real estate industries with offices in Bellevue, Washington and Maple Ridge, British Columbia, announced today that it has signed a definitive agreement to purchase the operating assets of Shelton, Connecticut based TotalMove Inc.
Transaction Highlights -- Consideration for the purchase is convertible debt; -- Synergy values are significant; -- High profile client relationships; and -- Extensive network of major real estate brokerage relationships.
Founded in 2004, TotalMove provides REALTOR(R) referral and moving services to consumers through customized private label acquisition and retention programs for mortgage lenders, other financial service providers and affinity groups. These programs offer consumers a convenient means of coordinating the most important elements relating to a move of their household. TotalMove works with E-LOAN, Wachovia Mortgage, Ditech, Nationwide Insurance and other financial services companies, in delivering on the promise of improved customer acquisition and retention combined with exceptional customer service. Through these programs, consumers gain access to real estate related information, savings and other benefits while buying and/or selling a home. “In this challenging environment, leading financial service companies realize that consumers expect and appreciate a high level of personal service and interaction with regards to their financial dealings. Most Home’s licensed team of contact center professionals specialize in coordinating consumer relocations and can provide the level of support necessary to meet these expectations,” said Jim Secord, President, Most Home Real Estate Services Inc. “We are delighted to have the opportunity to work with these organizations and expand our current service offerings.”
Claire Fennessey, VP, Marketing & Client Management at TotalMove stated, “We are very excited about the acquisition and the prospect of being involved in the Most Home organization. Their technology and experience in the mortgage and real estate industries will really help grow the TotalMove business.” Most Home Corp. believes that the acquisition of TotalMove represents an excellent strategic fit due to the similarity of services provided by both firms. Ken Galpin, CEO of Most Home Corp., pointed out that the acquisition of the TotalMove operations brings several positive additions for Most Home Corp. shareholders. “We expect that annualized revenues for lead management services alone within all Most Home Corp. subsidiaries will increase to over $3,000,000 immediately as a result of this acquisition. The synergy values realized should also assist us significantly in achieving our profitability targets for the coming fiscal year,” Galpin said. “Additionally, we believe that the high quality of the TotalMove client relationships has the potential for the development of significant revenue growth and new business opportunities.”
Acquisition Details Most Home confirmed that upon closing, the full terms of the transaction will be filed on form 8K with the US Securities and Exchange Commission and will be available for viewing on its EDGAR system. Most Home expects to fund the acquisition through the issuance of a promissory note in the amount of $900,000 payable over three years with interest of 7% annually. This promissory note will be a liability of Most Home Corp. and secured by the assets being acquired. Additionally, Most Home Corp. has the option to repay interest and principal through the issuance of common shares of Most Home Corp. at the greater of the thirty day, volume weighted average trading price or $0.50 per share at the due date of the promissory note so long as the share price at that time is in excess of $0.50 per share. The maximum number of shares of Most Home Corp. that could be issued under this transaction would be 2,063,966. This number of shares would represent less than 5% of the shares of Most Home Corp. on a fully diluted basis. The Company expects that the majority of transition costs will be realized over the 90 days following the closing and that these costs will likely be about $250,000 including professional fees. This number of shares would represent less than 5% of the shares of Most Home Corp. on a fully diluted basis. Management of both parties anticipates closing on August 1, 2008, to coincide with the beginning of the first quarter of Most Home’s upcoming fiscal year. The closing of the deal is subject to normal course due diligence.