CyberDefender® Corporation (Nasdaq:CYDE) ( the “Company”), a leading
provider of direct-to-consumer remote technical support services,
Internet security software and utilities, today announced that it has
entered into an Asset Purchase Agreement (“APA”) with GR Match, LLC, an
affiliate of Guthy-Renker LLC, to sell substantially all of its assets
to GR Match, LLC. Guthy-Renker LLC is one of the largest direct
marketing companies, with distribution of products throughout the world.
In order to facilitate the sale transaction contemplated by the APA and
establish a sale process for the receipt of higher and better bids, the
Company has filed a voluntary petition for reorganization under Chapter
11 of the Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware. The acquisition is subject to certain conditions
including approval by the Bankruptcy Court, higher and better offers,
customary closing conditions, and any required government approvals.
The Company emphasized that its daily operations, including software,
data storage and LiveTech remote technical support services, would
continue without interruption during the sale process.
GR Match, LLC has also committed to provide up to $4.6 million in
debtor-in-possession (“DIP”) financing to facilitate the transaction and
sale. This financing, subject to Bankruptcy Court approval, will allow
the Company’s operations to continue normally while completing the sale.
This additional liquidity will enable the Company to satisfy customary
obligations associated with the daily operations of its business,
including the timely payment for post-petition services, employee wages
and other obligations.
In conjunction with the Chapter 11 filing and pursuant to Section 363 of
the Bankruptcy Code, the Company will file a motion for the
establishment of bidding procedures to allow other qualified bidders to
submit higher and better offers for its assets.
XRoads Solutions Group, LLC serves as financial advisor to the Company
and Pachulski Stang Ziehl & Jones LLP serves as bankruptcy counsel.
For further information regarding the sale and Chapter 11 proceedings
please visit www.CyberDefenderCorp.com
or call 877-850-1650.
About CyberDefender
CyberDefender is a leading provider of technology and technology
services for consumers. Utilizing direct-to-consumer marketing, the
Company addresses the growing demand for remote technical support
services, antimalware and PC optimization software and online backup
services. The Company markets its products and services to consumers
through television and radio via its MyCleanPC®, MaxMySpeed® and
DoubleMySpeed® brands.
Forward Looking Statement
Statements in this public announcement that are not statements of
historical or current fact, including the statements regarding: the
closing of the transaction contemplated by the Asset Purchase Agreement,
the approval of the contemplated transaction and proposed procedures by
the Bankruptcy Court; other required approvals; the provision of
debtor-in-possession financing by GR Match, LLC,; the Company’s ability
to continue its daily operations, including software, data storage and
LiveTech remote technical support services, without interruption during
the sale process; the continuing availability of debtor-in-possession
financing to enable the Company’s operations to continue normally while
the Company completes the contemplated restructuring and sale; the
conclusion of the sale process; and the availability of sufficient
liquidity to enable the Company to satisfy customer obligations
associated with daily operations, including timely payments for
post-petition services, employee wages and other obligations, constitute
"forward-looking statements" under Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended. The forward-looking statements involve known
and unknown risks, uncertainties and other unknown factors that could
cause actual events and results to be materially different from any
future events and results expressed or implied by such forward-looking
statements. The forward-looking statements also are subject generally to
other risks and uncertainties that are described from time to time in
CyberDefender's reports and registration statements filed with the
Securities and Exchange Commission, which are available for review at www.sec.gov.
