Blue Ant Media will purchase publicly traded Boat Rocker Media by a reverse takeover, bringing founder Michael MacMillan again to the general public markets, the businesses introduced Monday.
The deal marks a return to the general public markets for Blue Ant’s founder and CEO MacMillan, who beforehand constructed Alliance Atlantis into a worldwide powerhouse earlier than promoting it for CAD$2.3 billion (roughly $1.6 billion) in 2007.
Below the settlement, Toronto-based Blue Ant will purchase all excellent shares of Boat Rocker Media in change for subordinate voting shares at an change ratio of 1.25 Boat Rocker shares for every Blue Ant share. The transaction values Boat Rocker shares at CAD$1.80 (roughly $1.26) pre-consolidation, representing a 125% premium to Boat Rocker’s March 21 closing worth on the Toronto Inventory Change.
The ensuing entity might be renamed Blue Ant Media Company and can inherit three vital Canadian manufacturing firms from Boat Rocker: Perception Productions, Jam Crammed Leisure, and Correct Tv, which collectively generated roughly $82.4 million in income in calendar yr 2024.
“That is an opportunistic second for Blue Ant to go public, paving the best way for long-term worth creation,” stated MacMillan in an announcement. “We’re assured that this transaction will unlock vital worth for all shareholders. By way of the mix of our public itemizing, a strengthened steadiness sheet, and vital internet money post-transaction, we imagine that we’re strategically positioned for worthwhile international progress, each organically and thru M&A.”
Blue Ant, which generated $136.8 million in revenues in its most up-to-date fiscal yr ending August 31, 2024 (a 16% enhance year-over-year) and $12.6 million in internet earnings, has developed considerably since its founding in 2011. Headquartered in Toronto, the corporate maintains a worldwide footprint with workplaces in Los Angeles, New York, Washington, London, Sydney, and Singapore. The corporate now operates throughout content material creation, rights administration, worldwide distribution, streaming, broadcasting, client reveals, and linked TV advert gross sales.
Following the transaction, Blue Ant shareholders are anticipated to personal roughly 73.5% of the ensuing firm, with Boat Rocker shareholders holding the remaining 26.5%. MacMillan will preserve voting management of roughly 77.5% of the entire votes by a number of voting shares, in step with Canadian broadcasting possession necessities.
The deal consists of substantial monetary property, together with a minimal money steadiness of $17.8 million, roughly $11.9 million in money from the monetization of Boat Rocker’s possession in The Preliminary Group, a $12.6 million vendor takeback promissory observe associated to the administration buyout of sure Boat Rocker property, and a price assurance cost of as much as $24.2 million primarily based on the 2025 efficiency of the acquired manufacturing firms.
Concurrent with the RTO, Boat Rocker’s administration will full a buyout of the corporate’s studio enterprise, excluding the three manufacturing firms being acquired by Blue Ant. This administration staff will proceed to function beneath the Boat Rocker identify following the transaction.
Fairfax Monetary Holdings, a big Blue Ant shareholder, has agreed to help a deliberate company providing with a $14 million backstop dedication. Cormark Securities and Nationwide Financial institution Monetary will act as co-lead brokers for the providing.
The transaction positions Blue Ant to capitalize on market disruption affecting conventional media gamers. With roughly 47% of Blue Ant’s fiscal 2024 revenues coming from worldwide markets, up from 29% in 2020, the corporate is emphasizing its international technique specializing in universally-loved unscripted genres like nature and wildlife, way of life, and historical past.
MacMillan will step in as CEO of the ensuing firm, with Brad Martin, Blue Ant’s present chair, appointed as chair of the board of administrators.
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