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| | Business Summary: RVUE Holdings, Inc., through its wholly owned subsidiary rVue, Inc., provides an addressable advertising exchange for digital out-of-home and place-based media. The company's advertising exchange connects advertisers and advertising agencies with digital signage. | | | Address
900 S.E. Third Avenue, 3rd Floor
Fort Lauderdale
, FL 33316
Phone: 954-525-6464
Website: http://www.rvue.com
| | Auditor |
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De Joya Griffith & Company, LLC
| | Transfer Agent |
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Holladay Stock Transfer, Inc.
| Employees: 12
ShareHolders: 22 | Founded: 2008
Domicile: Nevada | | | |
| | RVUE Holdings, Inc., through its wholly owned subsidiary rVue, Inc., provides an addressable advertising exchange for digital out-of-home and place-based media. The company's advertising exchange connects advertisers and advertising agencies with digital signage.
RVUE Holdings provides an online, Internet Protocol (IP) based advertising exchange that connects advertisers and advertising agencies with digital out-of-home (DOOH) media or networks, allowing them to create and display digital media advertising campaigns in a targeted manner. As of March 2010, 49 networks comprising 180,000 screens representing the top 50 Designated Market Areas (DMAs) were accessible through the exchange and relationships with over 10 advertising agencies. The networks enrolled within the rVue platform offer advertisers screens in a variety of locations, including doctor offices, casinos, malls, digital billboards, health clubs and retail stores, among others.
The company's products allow programming and advertising to be customized for display in specific venues, at specific times, and for demographic targeting. RVUE Holdings provides the tools for advertisers and advertising agencies to customize campaigns for details as specific as location, customer preference, product availability, current events and other retailer needs. Broadband technology, integrated with the company's proprietary software, enables RVUE Holdings to add, delete or rotate programming segments in real time via broadband and to verify network statistics necessary to monitor advertising on the networks and assist in evaluating the performance or refinements required for an advertising campaign in real time.
The company has licensed its technology to LEVOIP Corporation for a network of up to 50,000 DOOH screens in Italy and under a contract for 3,000 screens with PosteCom SpA, the Italian Post Office, from which RVUE Holdings expects to derive significant license revenue commencing in late 2010. LEVOIP will generate revenues from three sources: one-time initial site commissioning fees for first-time sites, recurring monthly license fees at a fixed dollar per site for each month a site utilizes the software, and, most significantly, from advertising revenues wherein RVUE Holdings receives 25% of the advertising monies generated by the LeVOIP network.
RVUE Holdings also provides content production and technical services to Accenture, AutoNation, Inc., and Mattress Firm under contractual arrangements. | | History: INCORPORATED in Nevada Nov. 12, 2008, as Rivulet International Inc.; name changed to RVUE Holdings, Inc. Mar. 29, 2010. On May 13, 2010, the company acquired rVue, Inc., a Delaware corporation, for 12,500,000 Common shares. The company succeeded to the business of rVue, Inc. and disposed of its pre-transaction assets. | | | | Subsidiaries: |
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rVue, Inc.
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Management
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| Officers | Position |
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| Richard J. Sullivan | Chairman | | Jason M. Kates | President & Chief Executive Officer | | David A. Loppert | Secretary, Treasurer & Chief Financial Officer | | Jay Wilson | SR VP & Chief Technology Officer | | Dawn Rahicki | SR VP |
| | Directors |
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| Robert Chimbel | | Jason M. Kates | | Richard J. Sullivan | | | |
| | | | Capitalization as of 03/31/2010: | | | | | Authorized Shares | Outstanding Shares |
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| Common $0.001 par | 140,000,000 | 24,898,730 | | Preferred $0.001 par | 10,000,000 | None |
| | | | LONG TERM DEBT: None.
NOTE: The above Capitalization reflects a 12.255-for-1 split of the Common stock Apr. 9, 2010, the acquisition of rVue, Inc. May 13, 2010, the transfer of all pre-transaction assets and liabilities in exchange for the cancellation of certain Common shares, and the sale of 6,332,500 Common shares in a private placement. | | | | Common $0.001 par | | | |
Stockholders:
06/24/2010,
22.
| | PRINCIPAL STOCKHOLDERS: June 24, 2010, Argo Digital Solutions, Inc. owned 50.2% of the Common, Edward M. Karr 9.9% and Ridge Clearing & Outsourcing Solutions 7.9%. | | | |
Transfer Agent: Holladay Stock Transfer, Inc.
Scottsdale
, AZ | | | | OTC Bulletin Board( Primary): RVUE | | | |
| | | | DIVIDENDS: Common $0.001 par: No cash.
Common split 12.255-for-1, ex-Apr. 9, 2010. | | | | | |
| | Annual Report |
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| | | Income Statement | |
| 2010 | 2009 |
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| Revenues | 1 | - | | Expenses: |
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| | General and administrative | 11 | 1 | | Loss from operations | (10) | (1) | | Net income | (10) | (1) | | Share earns. basic | Nil | Nil | | Share earns. diluted | Nil | Nil | | Avge. com. shs. | 3,353 | 38 |
| | | | Balance Sheet | |
| 2010 | 2009 |
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| Assets: |
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| | Cash & equiv. | 14 | 3 | | Tot. curr. assets | 14 | 3 | | Total assets | 14 | 3 | | Liabilities: |
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| | Advance from director | 1 | 1 | | Tot. curr. liabs. | 1 | 1 | | Stockholders Equity: |
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| | Com. stk. p.$0.001 | 4 | 3 | | Paid-in cap. | 20 | - | | Retained earns. | (11) | (1) | | Total Stockholders Equity | 13 | 2 | | Total liabs. | 14 | 1 | | Common Shares (Thou.) | 3,510 | 3,000 |
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* Effective May 13, 2010, Rvue Holdings Inc. (formerly Rivulet International, Inc.) acquired all of the issued and outstanding capital stock and the business of rVue, Inc., for the consideration of 12,500,000 shares of the company's common stock. The transaction is being accounted for as a reverse recapitalization of rVue, Inc. For accounting and financial reporting purposes rVue, Inc. is the acquiror and the company is the acquired company. The company succeeded to the business of rVue, Inc. Above financial statements represent the operations and accounts of Rivulet International, Inc.
The following financials are those of rVue, Inc., for the period ended Dec. 31. | | | |
| | Interim Report
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| | | Data Not Available | | | | | | | | | |
| | Pro Forma Report
04/01/2009 - 03/31/2010 |
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| | | Income Statement | |
| 2010 | 2009 |
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| Revenue | 145 | 96 | | Cost of revenue | 38 | 14 | | Gross profit | 107 | 82 | | Selling, general and administrative expenses | 317 | 209 | | Depreciation and amortization | 13 | 4 | | Interest expense | 66 | 65 | | Income tax | - | 14 | | Net income | (289) | (210) | | Share earns. basic | ($0.01) | ($0.01) | | Share earns. diluted | ($0.01) | ($0.01) | | Avge. com. shs. (Thou.) | 24,899 | 24,898 |
| | | | Balance Sheet | |
| 2010 | 2009 |
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| Assets: |
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| | Cash & equiv. | 1,107 | 1,190 | | Accts. rec., net | 2 | - | | Prepaid expenses and other current assets | 1 | 1 | | Tot. curr. assets | 1,110 | 1,191 | | Property and equipment, net | 13 | 16 | | Software development costs | 314 | 290 | | Total assets | 1,437 | 1,497 | | Liabilities: |
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| | Cap. lease obligs. | 4 | 6 | | Accounts payable | 18 | 12 | | Accruals | 5 | 5 | | Tot. curr. liabs. | 27 | 23 | | Stockholders' Equity: |
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| | Com. stk. p.$0.001 | 25 | 25 | | Paid-in cap. | 1,499 | 1,499 | | Retained earns. | (114) | (50) | | Total Stockholders' Equity | 1,410 | 1,474 | | Total liabs. | 1,437 | 1,497 | | Common Shares (Thou.) | 24,899 | 24,899 |
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* Pro forma financial statements reflect the May 13, 2010 reverse acquisition of rVue, Inc. | | | |
| | Quarterly Report Information
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| | | Quarterly Revenue, US$ |
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| Year | Quarter | Revenue | | 2010 |
1 | 140,000 | | 2009 |
Full Year
| 100,000 |
| | | | | | Quarterly Net Income, US$ |
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| Year | Quarter | Revenue | | 2010 |
1 | Nil | | 2009 |
Full Year
| 10,000 |
| | | | | | Quarterly EPS, US$ |
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| Year | Quarter | Revenue | | 2010 |
1 | (.01) | | 2009 |
Full Year
| Nil |
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