ITVN Inc. Sold to BroadShift Inc. for $11M

Joanne Cachapero
IRVINE, Calif. — ITVN Inc. the company that operates adult Internet protocol TV network XTV, has entered into an agreement to sell “substantially all of its assets” to BroadShift Inc., according to a filing with the Securities and Exchange Commission.

ITVN Inc. is the operating subsidiary of Interactive Television Networks Inc., a Nevada-based company.

BroadShift Inc. is a Canadian distributor of IPTV networks that targets specialty and multi-cultural markets.

The deal took place on July 11 for $11 million payable in cash and shares of BroadShift Inc. stock. It is the latest development in a long line of financial dealings and corporate changeovers for ITVN.

When XTV Networks was launched in January 2005 by Holio.net owner David Koenig, the proprietary technology for XTV showed great promise. Utilizing a broadband connection, users purchased a set-top box and paid a monthly fee to access adult channels and interactive content on their conventional TV.

In June 2006, Radium Ventures acquired the company. At that time, Radium CEO Charles Prast changed the name of the company to ITVN Inc., keeping XTV as its flagship network. At the time, Prast was optimistic about the potential growth of Internet protocol TV technology.

The company went on to be touted by technology magazines like PC World and won an award from the editors of Ziff-Davis technology publications as the Innovator of the Year DigitalLife 2005.

More recently, in November 2006, ITVN reported a 41 percent drop in revenue in the last quarter of the year, in a filing with the Securities and Exchange Commission. However the company claimed a spike in gross profits for the year of $101,000, compared to a profit loss of $395,000 from the year before.

In April 2007, Holio.net’s Koenig filed suit against Interactive Television Networks, Inc. for alleged breach of their XTV networking and licensing deal and a promissory note.

Koenig, who still owned 18 percent of ITVN at the time of sale was providing content for XTV. The suit claimed $527,000 in owed funds, $120,000 in litigation fees and an unspecified amount for breach of the content licensing contract.

A statement made by ITVN to regulators said that Koenig had also funded ITVN operations in the amount of $300,000 and made cash loans totaling $427,000 over a period of several years.

As of press time, Koenig was unavailable for comment. Prast stated that he was unable to comment due to the proceedings of the sale.

An SEC report filed in relation to the sale stated that ITVN sought sale of company assets in order to maximize return to creditors and preserve value for stockholders. At the time of sale, ITVN had listed net losses for the years 2005 and 2006 as $3,726,000 and $6,125,000 respectively.

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