Mr. Gary Bartholomew reports

SPONSORSONE TO ACQUIRE JWALK NY LLC A LEADING DIGITAL MARKETING AGENCY WORKING WITH TOP BRANDS AS CLIENTS

SponsorsOne Inc. has entered into a definitive term sheet to acquire 100 per cent of the assets of JWalk NY LLC, one of the leading full-service creative agencies in the United States. JWalk has distinguished itself as a sought-after partner for its nimble and creative solutions to clients' business problems. JWalk specializes in culturally connecting lifestyle brands with consumers, and has an industry focus on retail/fashion, beauty, hospitality, spirits and consumer packaged goods.

"We are very excited about the acquisition of JWalk," stated Myles Bartholomew, founder and chief executive officer of SponsorsOne. "The JWalk team has operational management excellence, a host of top 100 brands as clients, full digital creative services, and a proven track record of building a strong agency both organically and through acquisition."

SponsorsOne now enters the commercialization stage with the execution of its acquisition strategy. Adding talent to the company from the management team of JWalk will accelerate the adoption of the SponsorsCloud using JWalk's brand relationships to integrate SPO's social sponsorship technology into existing marketing initiatives. The competitive advantage of social sponsorship, blended with the traditional digital marketing approach, should deliver a higher return on investment for the brands. This technology advantage reshapes the earnings model of a creative agency from a labour-based, contract-to-contract model to a recurring-revenue, high-earnings model that should improve brand retention year over year. Over its existence, JWalk's client base has represented some of the top 100 women's lifestyle brands globally, such as Lacoste USA, bebe, bareEscentuals and Gucci, along with clients such as Microsoft, Equinox and Samsung.

"We have consistently focused on delivering a superior ROI to our clients resulting in a steady annual growth rate within our customer base," stated Doug Jacob, founder of JWalk. "We believe adding a strategic and proprietary technology to the overall offering will continue to drive higher ROI to our clients and give us a strategic advantage when dealing with our brands. As technology has become a part of everyday life, the retail and customer acquisition environment has become more and more competitive for brands. We feel SponsorsOne's technology offers an innovative solution for our brands to interact with their customers through social media on a verifiable basis, providing rather than simply advertising to them, giving them with a competitive advantage."

The JWalk team will lead the build-up of the sales and service delivery organization for SponsorsOne, and will manage the rollout of the SponsorsCloud platform and social sponsorship product to future and existing clients in 2015. As social sponsorship becomes a larger component of the brand's overall marketing campaigns, it is anticipated that the earnings of a full-service creative agency will increase based on strong recurring revenue. The proposed transaction provides that SponsorsOne will acquire 100 per cent of the assets of JWalk for $6-million (U.S.), in a combination of cash and common shares of the company.

The acquisition is scheduled to close March 30, 2015, and is subject to financing, regulatory approval, and the completion of due diligence and definitive agreements.

About JWalk NY LLC

Founded in 2010, JWalk is a full-service creative agency focused on lifestyle-driven brands within the fashion/retail, beauty, hospitality, spirits and COG sectors. With offices in New York City and Los Angeles, JWalk capabilities include:

• 360 advertising branding social;
• Digital experimental content creation;
• TV/commercials culture connection;
• Brand strategy access.

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