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8-K - FORM 8-K - LOCAL Corp | a58412e8vk.htm |
Exhibit 99.1
For Immediate Release
Local.com® Announces Closing of Common Stock Offering
and Exercise of Over-Allotment Option
and Exercise of Over-Allotment Option
IRVINE, Calif., Jan. 20, 2011 Local.com Corporation (NASDAQ: LOCM), today announced the
completion of its previously announced underwritten public offering of 4,600,000 shares of its
common stock at a public offering price of $4.25 per share, including 600,000 shares of common
stock sold pursuant to the full exercise of an overallotment option previously granted to the
underwriters. All of the shares were offered by Local.com. The net proceeds to the company from
the sale of shares in the offering, after deducting underwriting discounts and commissions and
anticipated expenses of the offering, are expected to be approximately $18.0 million. Canaccord
Genuity acted as sole book-running manager for the offering.
The company plans to use the net proceeds from the offering for general corporate purposes and
working capital. The company may also use all or a portion of the net proceeds to fund possible
investments in, and acquisitions of, companies, businesses, partnerships, minority investments,
assets or technologies. The offering was made pursuant to the companys effective shelf
registration statement on Form S-3, including a related prospectus as supplemented by a Preliminary
Prospectus Supplement dated January 13, 2011 and Prospectus Supplement dated January 14, 2011.
A registration statement relating to the shares issued in the offering has been filed with, and
declared effective by, the Securities and Exchange Commission. A final prospectus supplement
relating to the offering has been filed with the Securities and Exchange Commission. This press
release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall
there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to the registration or qualification under the securities laws of any such
jurisdiction. Copies of the final prospectus supplement and related base prospectus may be obtained
by sending a request to the offices of Canaccord Genuity, Attn: Syndicate Department, 99 High
Street, 12th Floor, Boston, MA 02110, Phone: (800) 225-6201. Alternatively, you may get these
documents for free by visiting EDGAR on the SEC website at www.sec.gov.
About Local.com®
Local.com Corporation (NASDAQ: LOCM) owns and operates a leading local search site and network
in the United States. The company uses patented and proprietary technologies to provide over 20
million consumers each month with relevant search results for local businesses, products and
services on Local.com and over 1,000 partner sites. Local.com powers over 100,000 local websites,
and tens of thousands of small business customers use Local.com products and services to reach
consumers using a variety of subscription, performance and display advertising and website
products. To advertise, or for more information visit: www.local.com.
Forward Looking Statements
All statements other than statements of historical fact included in this document regarding our
anticipated financial position, business strategy and plans and objectives of our management for
future operations, are forward-looking statements. When used in this press release, words such as
anticipate, believe, estimate, plans, expect, intend, projects, feel and similar
expressions and phrases, as they relate to Local.com or our management, identify forward-looking
statements. Any forward-looking statements are based on the beliefs of our management as well as
assumptions made by and information currently available to our management. Actual results could
differ materially from those contemplated by the forward-looking statements as a result of certain
factors, including, but not limited to, Yahoo!-Bing paying less revenue per click (RPC) and
revenues to us for our search results, our ability to adapt our business following the Yahoo!-Bing
integration or to improve our RPCs and revenues following that integration, our ability to monetize
the Local.com domain, including at a profit, our ability to retain a monetization partner for the
Local.com domain and other web properties under our management that allows us to operate
profitably, our ability to incorporate our local-search technologies, our ability to market the
Local.com domain as a destination for consumers seeking local-search results, our ability to grow
our business by enhancing our local-search services, including through businesses we acquire, the
future performance of our OCTANE360 business, the integration and future performance of the iTwango
business, the possibility that the information and estimates used to predict anticipated revenues
and expenses associated with the businesses we acquire are not accurate, difficulties executing
integration strategies or achieving planned synergies, the possibility that integration costs and
go-forward costs associated with the businesses we acquire will be higher than anticipated, our
ability to successfully expand our sales channels for new and existing products and services, our
ability to increase the number of businesses that purchase our subscription advertising and other
business products, our ability to expand our advertiser and distribution networks, our ability to
integrate and effectively utilize our acquisitions technologies, our ability to develop our
products and sales, marketing, finance and administrative functions and successfully integrate our
expanded infrastructure, as well as our dependence on major advertisers, competitive factors and
pricing pressures, changes in legal and regulatory requirements, and general economic conditions.
Any forward-looking statements reflect our current views with respect to future events and are
subject to these and other risks, uncertainties and assumptions relating to our operations, results
of operations, growth strategy and liquidity. All subsequent written and oral forward-looking
statements attributable to us or persons acting on our behalf are expressly qualified in their
entirety by this paragraph. Unless otherwise stated, all site traffic and usage statistics are from
third-party service providers engaged by the company.
Our Annual Report on Form 10-K/A, subsequent Quarterly Reports on Form 10-Q and Form 10-Q/A, recent
Current Reports on Form 8-K and Form 8-K/A, and other Securities and Exchange Commission filings
discuss the foregoing risks as well as other important risk factors that could contribute to such
differences or otherwise affect our business, results of operations and financial condition. The
forward-looking statements in this release speak only as of the date they are made. We undertake no
obligation to revise or update publicly any forward-looking statement for any reason.
# # #
Investor Relations Contact:
Brinlea C. Johnson
The Blueshirt Group
212-551-1453
brinlea@blueshirtgroup.com
Brinlea C. Johnson
The Blueshirt Group
212-551-1453
brinlea@blueshirtgroup.com
Media Relations Contact:
Cameron Triebwasser
Local.com
949-789-5223
ctriebwasser@local.com
Cameron Triebwasser
Local.com
949-789-5223
ctriebwasser@local.com