Today's News |
BBTV Closes $21.6 Million Secured Term Loan From MEP Capital To Expedite Plus Solutions Growth
Wednesday, February 15, 2023Company Profile | Follow Company
Vancouver, BC, February 15, 2023--(T-Net)--BBTV Holdings Inc. (TSX: BBTV), a Vancouver-based media tech company, announced today that it has closed a $21.6 Million (US$16.1 million) senior secured term loan from MEP Capital Holdings III, L.P., an arm's length investment capital firm based in New York.
The Company intends to use the proceeds of the Term Loan for working capital and to pay off the Company's CAD overdraft facility with a Canadian chartered bank.
Shahrzad Rafati, Chair and CEO, BBTV
Shahrzad Rafati, CEO of BBTV said: "We plan to apply this additional liquidity to support our path to profitability as we execute our organic growth strategies. Since our IPO, we have invested to diversify our revenue streams, particularly our Plus Solutions as they've proven to pay off with strong growth. These investments position us uniquely to continue leading the creator industry during uncertain markets. Our funding partner, MEP Capital, also believes in the strength of our diversified business going forward."
BBTV's Content Management business has been a prominent contributor to the 40% revenue growth for the Company's Plus Solutions over the last 12 months as of September 2022. In Q4 2022, BBTV says it signed agreements with premier Hispanic Mixed Martial Arts (MMA) Sports Franchise, Combate Global, and Wondery, Amazon's subsidiary podcast network.
The Company's pipeline of opportunities for Content Management with major publishers has never been stronger, acording to the company.
KB Brinkley, CFO of BBTV commented: "Based on our forecasts, through various sources of capital, we have assembled fresh liquidity to meet our strategic objectives for the foreseeable future while minimizing shareholder dilution. We believe that we have also allocated additional cushion to help withstand future macroeconomic uncertainty if it materializes along our path to profitability."
The Term Loan bears interest at 16% per annum and matures on the 4th anniversary of the closing date of the Term Loan. Interest is payable on a quarterly basis, with the principal payable upon maturity. Ten million one hundred thousand (US $10.1 million) of the Term Loan is committed, with US $6 million being conditional upon a performance target related to the Company's top Base Solution Channels and Content Management business being met for H1 2023.
The conditional US $6 million will nonetheless be advanced on the closing date and interest will accrue on it from such date.
The Term Loan is secured by a perfected, sole first-priority security interest in all tangible and intangible assets of the Company and its Canadian and U.S. wholly-owned subsidiaries, now existing or acquired, subject to certain carve-outs or pari passu rights in favour of UFA Film und Fernseh GmbH which holds a convertible promissory note from the Company due May 26, 2026.
MEP and UFA entered into an intercreditor agreement providing, among other things, for the priorities of the two lenders with respect to the Loan Security. All of the Company's active direct and indirect wholly-owned subsidiaries acted as co-borrowers of the Term Loan.
About BBTV
BBTV is a global media and technology company headquartered in Vancouver, Canada. The Company's mission is to help content creators become more successful.
With creators ranging from individuals to global media brands, the Company provides comprehensive, end-to-end Solutions to increase viewership and drive revenue powered by its innovative technology, while allowing creators to focus on their core competency - content creation.
In December 2021, the Company had the fourth most unique monthly viewers among digital platforms with more than 600 million globally, who consumed more than 35 billion minutes of video content [1]. (www.bbtv.com )
About MEP Capital
MEP Capital is an investment firm focused on opportunities in the media and entertainment industries, providing support to the creative community. Across digital media, music, film & television, gaming, and live events, MEP partners with leading industry operators to finance projects, acquire assets, and invest in businesses.
MEP invests through long-term oriented funds, with committed capital from institutions, family offices, and high-net-worth individuals. Learn more at http://www.mepcap.com
[1] Calculations and classifications made by the Company based on data from Comscore's "Top 12 Countries = December 2021 comScore Video Metrix Media Trend - Multi-Platform - Top 100 Video Properties Report"; Top 12 countries represent ~50% of world's digital population.
Links to SEDAR filings, conference call recordings and press releases are available on the investor website at: https://investors.bbtv.com/
Additional Details on the Financing
In connection with the Term Loan the Company issued MEP a share purchase warrant (a "Warrant") to purchase in aggregate that number of Subordinate Voting Shares that is equal to 2% of the Company's fully diluted Subordinate Voting Shares as determined on the "Warrant Share Calculation Date" (see further details below), provided that MEP shall not be permitted to exercise the Warrant to acquire beneficial ownership of, or control or direction over, securities of the Company carrying more than 9.9% of voting rights attached to the Company's outstanding voting securities.
The Warrant Share Calculation Date is (a) the date MEP determines to exercise the Warrants; (b) the date of conversion of the first of the Company's securities convertible into Subordinate Voting Shares on a non-fixed price basis that results in one percent (1.0%) or more of such Subordinated Voting Shares being issued and outstanding on a fully-diluted basis, and (c) the closing date of the Company's next equity financing for not less than US$5 million led by a non-affiliated reputable investor.
The Warrants are exercisable at CAD$0.01 per Subordinate Voting Share for a period of 8 years, with the Warrants being exercisable at the option of the holder on a cashless basis. The Warrants entitle MEP to certain standard anti-dilution protections for reclassification and corporate reorganizations. In the event the Performance Target is not met, then the number of Subordinate Voting Shares issuable upon exercise of the Warrants will be reduced to 1% of the Company's fully diluted Subordinate Voting Shares.
The Warrants and the Subordinate Voting Shares issuable upon exercise of the Warrants are subject to a four month hold period from the date of closing in accordance with applicable Canadian securities laws and a hold period under applicable United States securities laws.
Forward-Looking Statements
|
Other Recent Company News |
||||||||||||||||||||
|