Snap Interactive and Paltalk Announce Definitive Merger Agreement and Stockholder Approval for Proposed Merger

NEW YORK, NY--(Marketwired - Sep 14, 2016) - A.V.M. Software, Inc. (d/b/a Paltalk) ("Paltalk") and Snap Interactive, Inc. ("SNAP") (OTCQB: STVI) today announced that they have entered into a definitive merger agreement for the previously announced proposed merger between Paltalk and SNAP. The agreement was approved by the holders of a majority of Paltalk's outstanding shares yesterday afternoon.

The proposed merger is structured as a tax-free stock-for-stock transaction. Pursuant to the merger agreement, Paltalk will merge into a newly formed wholly owned subsidiary of SNAP, with Paltalk surviving as a wholly owned subsidiary of Snap.

Following the completion of the proposed merger, Paltalk's stockholders will own a majority of SNAP's outstanding common stock on a fully-diluted basis. The proposed merger is expected to close in the fourth quarter of 2016.

The mission of the combined company is to become the leading platform in connecting a global audience of users around interest categories and dating by leveraging live video and chat as the core method of communication. Transaction highlights include:

• a combined user database of over 250 million registered users;
  
  
• greater scale and diversification, with eight products and combined annual revenues estimated at approximately $30 million;
  
  
• a strong balance sheet, with Paltalk reporting more than $6 million of cash and cash equivalents at June 30, 2016, representing ample cash resources to fund growth and existing debt commitments of the combined company;
  
  
• a global video communication network of social applications spanning chat and dating, with pioneering products in the dynamic and growing live video space;
  
  
• a very large, international database ripe for cross-selling existing products, as well as anticipated new live video product introductions;
  
  
• a "next wave" disruptive product opportunity incorporating the intersection of dating and real time video;
  
  
• a public vehicle with potential to execute additional acquisitions of companies in the $4 billion interactive dating industry; and
  
  
• potential IP licensing opportunities, including those arising from AVM's diversified and active patent portfolio, including patent numbers 5,822,523 and 6,226,686, which were previously licensed to Microsoft Corp., Sony Corporation of America and Activision Blizzard Inc.