ENGH Enghouse Systems Ltd

SeaChange International, Inc. (OTC: SEAC) (“SeaChange” or the “Company”), a leading provider of video delivery, advertising, streaming platforms, and emerging Free Ad-Supported Streaming TV services (FAST) development, today announced that it has closed its previously announced transaction to sell substantially all of SeaChange’s assets related to its product and services business to Enghouse Systems Limited (“Enghouse”), a leading global telecommunication technology and solutions company that provides next generation communications solutions to communication service providers (including TV / cable operators), media companies, defense, public safety agencies, and utilities, who will also assume certain SeaChange liabilities, for a total purchase price of $39 million, less SeaChange’s cash and cash equivalents at closing (the “Closing”), pursuant to a certain asset purchase agreement and software purchase agreement, each dated April 23, 2024 (the “Enghouse Asset Sale”). The Enghouse Asset Sale resulted in net proceeds to SeaChange in excess of $22.5 million upon Closing.

The Enghouse Asset Sale was approved by SeaChange’s Board of Directors and by a majority of the shares of SeaChange’s outstanding common stock.

“The closing of this asset sale demonstrates our commitment to maximizing stockholder value and to find a larger home for the SeaChange assets within which the business could scale,” said Chris Klimmer, CEO at SeaChange. “With the closing of this transaction, SeaChange would like to express its profound gratitude to the SeaChange employees who have dedicated themselves to providing the highest level of service to our customers. With Enghouse’s remarkable track record of embedding software businesses into their highly efficient operational framework, we look forward to seeing SeaChange thrive within the Enghouse family.”

Needham & Company, LLC is acting as exclusive financial advisor to SeaChange in this transaction, and K&L Gates LLP is acting as legal counsel to SeaChange in this transaction.

About SeaChange International, Inc.SeaChange International, Inc. (OTC: SEAC) provides first-class video streaming, linear TV, and video advertising technology for operators, content owners, and broadcasters globally. SeaChange technology enables operators, broadcasters, and content owners to cost- effectively launch and grow premium linear TV and direct-to-consumer streaming services to manage, curate, and monetize their content. SeaChange helps protect existing and develop new and incremental advertising revenues for traditional linear TV and streaming services with its unique advertising technology. SeaChange enjoys a rich heritage of nearly three decades of delivering premium video software solutions to its global customer base.

About Enghouse Systems Ltd.Enghouse Systems Ltd. is a Canadian publicly traded company (TSX:ENGH) that provides vertically focused enterprise software solutions focusing primarily on contact centers, video communications, healthcare, education, telecommunications, public safety and the transit market. Enghouse has a two-pronged growth strategy that focuses on internal growth and acquisitions, which are funded through operating cash flows. The company is organized around two business segments: the Interactive Management Group and the Asset Management Group. For more information, please visit www.enghouse.com.

Forward-Looking StatementsThis press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In general, forward-looking statements usually may be identified through use of words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict,” “continue”, and “potential,” or the negative of these terms, or other comparable terminology, and include statements related to post-transaction success. Forward-looking statements are not historical facts and represent management’s beliefs, based upon information available at the time the statements are made, with regard to the matters addressed; they are not guarantees of future performance. Actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Forward-looking statements are subject to numerous assumptions, risks, and uncertainties that change over time that could cause actual results to differ materially from those expressed in or implied by such statements. Many of the factors that could cause actual results to differ materially from those expressed in or implied by forward-looking statements are beyond the ability of the Company or Enghouse to control or predict. Stockholders and investors should not place undue reliance on any forward-looking statements. Any forward-looking statements speak only as of the date of this press release, and neither SeaChange nor Enghouse undertakes any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

Contact:SeaChange International 1.978.897.0100info@schange.com

Source: SeaChange International, Inc.