Creative Realities and Wireless Ronin Technologies Announce Definitive Merger Agreement

Creative Realities and Wireless Ronin Technologies Announce Definitive Merger
                                  Agreement

Combined entity to offer global retailers a unique, one-stop technology
marketing solution to improve the in-store shopping experience and drive both
brand equity and sales growth

PR Newswire

NEW YORK and MINNEAPOLIS, June 26, 2014

NEW YORK and MINNEAPOLIS, June 26, 2014 /PRNewswire/ -- Creative Realities,
LLC ("Creative Realities" or the "Company"), a leader in the marketing
technology arena, and Wireless Ronin Technologies, Inc. (OTCQB: RNIN)
("Wireless Ronin"), a leading marketing technologies solutions provider, today
announced they have entered into a definitive merger agreement. Upon closing
of the proposed transaction, the two companies will be combined into a
publicly traded company focused on providing its blue-chip client base with
innovative marketing technology solutions that improve the shopping experience
for retailers, venue operators and the respective brands they partner with.

Under the terms of the agreement, Creative Realities will merge into a
subsidiary of Wireless Ronin, with the sole equity holder of Creative
Realities (which is an affiliate of Pegasus Capital Advisors, L.P., or
"Pegasus"), receiving approximately 58.5% of the outstanding shares of
Wireless Ronin common stock, calculated on a modified fully-diluted basis,
including the shares of common stock to be issued in connection with Wireless
Ronin's pending merger with Broadcast International Inc. ("Broadcast"), and
warrants to acquire an additional 1.5% of Wireless Ronin's common stock. The
board of directors of both companies has approved the merger. Paul Price,
currently Chief Executive Officer ("CEO") of Creative Realities, will assume
the role of CEO of the combined company and Scott Koller, currently CEO of
Wireless Ronin, will become President. Upon consummation of the merger, the
board of directors of the combined company will have five members, with three
members designated by Creative Realities and two members designated by
Wireless Ronin.

Commenting on today's announcement, Paul Price stated, "This is a very
exciting time for our company and an incredible opportunity for our customers
and partners. Over the past decade, we have focused on differentiating
ourselves by providing our customers with a single-source solution for
improving the shopping experience through marketing technologies. As a
result, we have significantly expanded our customer base and today, represent
many of the world's most recognized retailers, venues and brands."

Price continued, "The union of Creative Realities and Wireless Ronin will
further strengthen our technology platform and together, we will be more
equipped to help our customers drive the in-store engagement, with the end
goal being, increased sales. Furthermore, we believe that by combining our
resources, we will be the only company capable of helping clients go from the
planning and design phase to deployment and ongoing maintenance of the
marketing technology experience, all sourced from under one roof."

Creative Realities, founded in 1998 with headquarters in New York, NY and its
operation center in Fairfield, NJ, is a well-known and trusted marketing
technology company providing solutions to enhance the 21^st century shopping
experience. The Company provides a suite of tools and services for retailers,
venue operators and their brand partners. Among the new Company's customers
will be Adidas, Adspace, Aramark, Calvin Klein, Chrysler, KFC, Macy's, Nestle,
Rite Aid, Sunglass Hut, and many more. Using the latest innovations in
sensor, display, networking, software and mobile technologies, Creative
Realities helps marketers improve their store and brand experience by acting
as an agnostic systems designer, deployer and manager of these and other
technologies.

Scott W. Koller, President and CEO of Wireless Ronin stated, "This merger
brings together two industry leaders with highly complementary technology,
talent and customers. Our creative services team, coupled with our content
management platform, has helped many of the largest marketers maximize their
top- and bottom-lines. When I look at the synergies between our offerings and
those from Creative Realities, I am excited with the powerful combination. We
are both focused on improving the shopping experience through various
marketing technologies and this merger holds great opportunities for continued
growth with our customers, while at the same time, providing them with a
complete suite of services from a single source."

Alec Machiels, Partner with Pegasus stated, "Creative Realities has been one
of our fastest growing portfolio companies in recent years, led by experienced
management who share a unique vision of the future of marketing technologies.
Under Paul's leadership, they have expanded into new geographies and markets,
leveraging technology to help the world's largest retailers and brands. This
merger makes strategic sense, as both companies have similar market
approaches, but differentiated technologies and skills. We see opportunities
to capture immediate revenue streams and also realize incremental cost savings
due to synergies within their respective businesses. With the rapidly
expanding rise of mobile devices and other technologies, it is increasingly
important for marketers to have one partner that can help drive engaged
customer experiences across all channels and platforms. We believe the
combination of these two businesses will make this vision a reality."

Consummation of the proposed merger is subject to various conditions,
including the completion of Wireless Ronin's currently pending merger with
Broadcast. Subject to the satisfaction of such conditions, the merger is
expected to be consummated in July 2014. There can be no assurance that the
conditions to the merger will be satisfied or that the merger will be
completed.

Wireless Ronin will file with the Securities and Exchange Commission (the
"SEC") a report on Form 8-K regarding the proposed merger, which will include
the merger agreement. All parties desiring details regarding the proposed
merger are urged to review these documents, which will be available at the
SEC's website (http://www.sec.gov).

Mr. Price concluded, "We want to provide our customers with more affordable,
flexible and reliable technology, while creating engaging in-store experiences
to differentiate brick-and-mortar retail from online competition. We will
help our customers use the latest innovations in software, display, sensor and
mobile technologies; staying ahead of the industry by leveraging our scale,
buying power and creative experiences. We win when our customers win and we
will always remain laser focused on exceeding customers' needs."

About Creative Realities
Creative Realities (www.cri.com) helps retailers and brands use the latest
technologies to improve the shopping experience. Founded 16 years ago, the
firm's evolving client base has led to recognized leadership in marketing
technology, consulting, design, consulting and deployment. The firm has
worked with brands such as Footlocker, Bank of America, Calvin Klein, Macy's,
Sunglass Hut, Nike and 7-Eleven, among other Global Fortune 500 companies, to
design, build and manage marketing technology experiences that drive business
results. Creative Realities is a Pegasus company with offices in New York and
Fairfield, NJ.

About Wireless Ronin Technologies
Wireless Ronin Technologies, Inc. (OTCQB: RNIN) (WRT) is a pioneering
marketing technologies company. WRT combines interactive digital media —
signage, kiosks, mobile, social media and web — to create 360-degree solutions
so companies will be "Communicating at Life Speed®" to deliver the right
content at the right place at the right time. WRT's turnkey approach includes
strategic consulting, creative development, installation, hosting, training
and support. Since launching its cloud-based RoninCast® content management
platform in 2003, WRT has become the leading digital marketing provider for
large-scale deployments in retail, automotive, food service and public venues.
The Company is headquartered in Minneapolis, Minnesota. For more information
about Wireless Ronin, visit www.wirelessronin.com.

Forward-Looking Statements

This release contains certain forward-looking statements of expected future
developments, as defined in the Private Securities Litigation Reform Act of
1995. These forward-looking statements reflect managements' present
expectations and estimates regarding the expected benefits of the proposed
merger, management plans relating to the proposed merger, the expected timing
of the completion of the merger, the parties' ability to complete the merger
considering the various closing conditions, operating efficiencies, increased
revenue opportunities, potential new markets, cost savings and the ability of
the combined company to effectively compete in a highly competitive market.
Nevertheless, and despite the fact that managements' expectation and estimates
are based on assumptions management believes to be reasonable and data
management believes to be reliable actual results from the potential
transaction are subject to future risks and uncertainties, any of which could
materially affect actual performance. Risks and uncertainties that could
affect such performance include, but are not limited to, the following: the
adequacy of funds for future operations; estimates of future expenses, revenue
and profitability; the pace at which the combined company completes
installations and recognizes revenue; trends affecting financial condition and
results of operations; ability to convert proposals into customer orders; the
ability of customers to pay for products and services; the revenue recognition
impact of changing customer requirements; customer cancellations; the
availability and terms of additional capital; ability to develop new products;
dependence on key suppliers, manufacturers and strategic partners; industry
trends and the competitive environment; the impact of the combined company's
financial condition upon customer and prospective customer relationships, the
impact of losing one or more senior executives or failing to attract
additional key personnel; the parties' ability to meet expectations regarding
the timing and completion of the merger; and operating costs, customer loss
and business disruption may be greater than expected following the merger.
These and other risk factors are discussed in Wireless Ronin's recent Annual
Report on Form 10-K filed with the SEC.

Company Contact:         Media Contact:
Glenn Wiener          Jay Morakis
GW Communications    GW Communications
Tel: 212-786-6011     Tel: 212-266-0191
Email: gwiener@GWCco.com Email: jmorakis@GWCco.com

SOURCE Creative Realities LLC

Website: http://www.cri.com
 
Press spacebar to pause and continue. Press esc to stop.