LiveDeal, Inc. Receives Term Sheet For Proposed $1.5M Equity Investment

LiveDeal, Inc. (NASDAQ: LIVE), a provider of web-based customer acquisition and related products for small local businesses, announced today its receipt of an executed term sheet from a prospective investor based in Japan (“Investor”), setting forth certain terms and conditions of a proposed $1,500,000 investment in LiveDeal.

The term sheet, which is legally non-binding, provides that Investor and certain co-investors would purchase an aggregate of 600,000 newly issued shares of LiveDeal’s common stock at a purchase price of $2.50 per share.

Investor and its co-investors would also be entitled to appoint up to five members of LiveDeal’s board of directors, who could be current directors or new appointees, subject to applicable rules and regulations of the Securities and Exchange Commission and The NASDAQ Stock Market.

The proposed investment transaction is subject to certain conditions, including the completion of Investor’s due diligence review of LiveDeal, the parties’ execution and delivery of a definitive stock purchase agreement, and the approval of LiveDeal’s stockholders. Unless and until a definitive stock purchase agreement is executed and stockholder approval is obtained, Investor will not be obligated to consummate the proposed investment.

LiveDeal also announced its submission of a plan to regain compliance with certain requirements for the continued listing of its common stock on the Nasdaq Capital Market. As previously disclosed, on May 18, 2011, LiveDeal received a letter from Nasdaq’s Listing Qualifications Department informing LiveDeal of its failure to comply with Listing Rule 5550(b)(1), which requires the company to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing on the Nasdaq Capital Market. As of March 31, 2011, LiveDeal had stockholders’ equity of $2,124,183.

After the Nasdaq staff reviews LiveDeal’s compliance plan, the staff will provide the company with written notice of its decision. If the Nasdaq staff rejects the company’s compliance plan, LiveDeal will have the opportunity to appeal any resulting delisting determination or public reprimand letter to a Nasdaq hearings panel. During the review period described above, including any extension thereof, and the pendency of an appeal (if any), LiveDeal’s common stock will continue to be traded on the Nasdaq Capital Market.

About LiveDeal, Inc.

LiveDeal, Inc. provides local customer acquisition services and related products for small businesses to deliver an affordable way for businesses to extend their marketing reach to target customers via the Internet.

Forward-Looking and Cautionary Statements

This press release may include statements that constitute "forward-looking statements," which are often characterized by the terms "may," "believes," "projects," "expects" or "anticipates," and do not reflect historical facts. Forward-looking statements involve risks, uncertainties and other factors that may cause actual results, performance or achievements of LiveDeal, Inc. and its subsidiaries to be materially different from those expressed or implied by such forward-looking statements.

Factors that may affect forward-looking statements and LiveDeal’s business generally include, but are not limited to, (i) the risk factors and cautionary statements set forth in LiveDeal’s Annual Report on Form 10-K for the fiscal year ended September 30, 2010; (ii) other factors or statements described in LiveDeal’s other filings with the Securities and Exchange Commission; and (iii) other factors that LiveDeal is currently unable to identify or quantify, but may exist in the future.

Forward-looking statements speak only as of the date the statement was made. LiveDeal does not undertake and specifically declines any obligation to update any forward-looking statements.

Copyright Business Wire 2010

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