New York, NY, March 09, 2020 (GLOBE NEWSWIRE) — International Display Advertising, Inc. (OTC Pink: IDAD) or (“IDAD”) has, on February 28, 2020, entered into a non-binding letter of intent to merge with IR Med, Ltd. (“IR MED”), a privately held medical device company that is designing, developing and commercializing devices utilizing spectrographic analysis of Infra-Red light for non-invasive detectors that can detect different skin conditions which are latent or invisible to the naked-eye. IR MED is headquartered in Rosh Pina, Israel.
IDAD has proposed to exchange all of IR MED’s outstanding capital stock for common stock of IDAD. After the merger, IR MED shareholders will own between 43% and 59% of IDAD on a fully diluted basis, depending on the size of the private placement that IDAD intends to complete at the time of closing. A condition to closing is that IDAD will complete a private placement of its securities with net proceeds to the Company of at least $1.5 million. The consummation of the transaction will also be subject to, standard closing conditions, including satisfactory due diligence by the parties and the entry into a definitive merger agreement. At closing, IR-Med will become a wholly-owned Israeli subsidiary of IDAD, and IR MED’s’ management will assume management of IDAD.
The combined Company anticipates executing on its strategy involving significant growth in revenue and long-term profitability. This strategy includes continued R&D investment, new initiatives in sales and marketing, as well as strategic acquisitions.
In addition, IDAD is pleased to advise that it has launched its corporate reorganization by completing its 1,000:1 reverse stock split. The previous CUSIP Number was 459410106 and the new CUSIP Number for IDAD is now 459410205.
Legal Notice Regarding Forward-Looking Statements
This release includes forward-looking statements. Such statements involve risks and uncertainties which could cause actual results to differ materially from those set forth herein. No statement herein should be considered an offer or a solicitation of an offer for the purchase or sale of any securities. Although IDAD believes that the expectations reflected in the forward-looking statements and the assumptions upon which they are based are reasonable, it can give no assurance that such expectations and assumptions will prove to have been correct. Forward-looking statements, which involve assumptions and describe our future plans, strategies, and expectations, are generally identifiable by use of the words “may,” “will,” “should,” “could,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. The reader is cautioned not to put undue reliance on these forward-looking statements, as these statements are subject to numerous factors and uncertainties, including but not limited to adverse economic conditions, intense competition, entry of new competitors and products, adverse federal, state and local government regulation, inadequate capital, unexpected costs and operating deficits, increases in general and administrative costs, unanticipated losses, financial condition and stock price, inability to carry out research, development and commercialization plans and other specific risks. IDAD does not undertake any obligation to publicly update any forward looking statement. Neither IDAD nor IR MED are subject to the reporting requirements of the Securities and Exchange Commission under the Securities and Exchange Act of 1934 as amended.