On November 15, 2012, SearchMedia Holdings Limited ("SearchMedia" or the "Company") (NYSE MKT: IDI) (NYSE MKT: IDI.WS), one of China's leading nationwide multi-platform media companies, extended an offer (the "Offer") to holders of the Company's Public Warrants, Insider Warrants, and Underwriter Warrants (collectively, the "Warrants"). Pursuant to the Offer, the Company is providing the holders of the Warrants with an opportunity to extend the term and reduce the exercise price of their Warrants.
In order to participate in the Offer, a holder of Warrants must exercise up to one-third of the Warrants held by them at a reduced exercise price ($1.25 per share with respect to the Public Warrants and Insider Warrants and $1.46 per share with respect to the Underwriter Warrants). In exchange for the partial exercise of such Warrants, the expiration date of a participating holder's remaining Warrants equal to two times the number of Warrants exercised will be extended to December 26, 2013 (the "Extended Warrants") and the exercise price of the Extended Warrants will be reduced to $2.50 for the Public Warrants and Insider Warrants and $2.92 for the Underwriter Warrants. From the close of the Offer until February 19, 2013, the Extended Warrants will be held in escrow and will not trade on the NYSE MKT during this time. On February 20, 2013, the Extended Warrants will be released from escrow for continued trading on the NYSE MKT under the symbol "IDI.WS".
The Offer begins on December 5, 2012 for all Warrant holders of record on such date and ends at 4:00 p.m., Eastern Time, on December 26, 2012. No exceptions will be made to this deadline, unless the Company extends the deadline.
The temporary exercise price of $1.25 per share for the Public Warrants and Insider Warrants and $1.46 per share for the Underwriter Warrants will be available beginning December 5, 2012 until the Offer expires on December 26, 2012. Warrants that do not participate in the Offer will continue to trade on the NYSE MKT and will remain outstanding under their current terms until such non-participating Warrants expire on February 19, 2013.
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