BBTV Holdings Inc. (TSX: BBTV) (“BBTV Holdings” or the “Company”) announced today the successful closing of its previously announced initial public offering (the “Offering”) of subordinate voting shares at a price of C$16.00 per share for total gross proceeds to the Company of C$172,400,000. Concurrent with the closing of the Offering, BBTV Holdings completed the buyout of RTL’s interest in BroadbandTV Corp. (“BBTV”), and acquired all of the remaining outstanding securities of BBTV, which operates the business of BroadbandTV headquartered in Vancouver, Canada. Following the acquisition, BBTV Holdings intends to use the remaining balance of the Offering proceeds to fund business operations, offering expenses, strategic acquisitions and growth initiatives.
The subordinate voting shares are listed on the Toronto Stock Exchange under the symbol “BBTV”.
“We are breaking important new ground and paving the way for countless women and girls who envision a future with more potential to be leaders,” commented Shahrzad Rafati, Founder & CEO, BBTV. “I hope they can see themselves in this moment and realize that no achievement is out of reach, no matter what corner of the world you come from. As a proud Canadian, this is a moment in our nation’s history worth celebrating, and a testament to how diversity can foster a more equal and representative world while also powering a prosperous economy.”
BBTV is an enabling platform with a stated mission of advancing the world through the democratization of content. From individual content creators to global media companies, BBTV monetizes the media of content owners through end-to-end management, distribution and monetization solutions, powered by its innovative VISO Platform, including related proprietary technology, while allowing content owners to focus on their core competency – content creation.
“In a world where new platforms continuously emerge and supply and demand for video are rising, content owners need a comprehensive solution to help them navigate the complex and expansive digital video landscape. That’s exactly what we solve for. BBTV is the only provider of end-to-end solutions for content owners of any size to help them build, engage and monetize their audiences,” commented Shahrzad Rafati, Founder & CEO, BBTV.
Directors of the Company, including BBTV’s Founder and CEO Shahrzad Rafati, subscribed for approximately 10% of the Offering and collectively own approximately 19% of BBTV’s outstanding subordinate voting shares. Rafati owns approximately 34% of the total equity shares of the Company including subordinate voting shares and multiple voting shares, representing approximately 83% of the total voting power.
The Offering was underwritten by a syndicate of underwriters led by Canaccord Genuity Corp. and Scotia Capital Inc., as joint active bookrunners, and also including CIBC Capital Markets, as bookrunner, BMO Capital Markets, Eight Capital, Stifel GMP, Cormark Securities Inc. and PI Financial Corp. (collectively, the “Underwriters”).
Clark Wilson LLP and Torys LLP acted as legal counsel to BBTV Holdings and Norton Rose Fulbright Canada LLP acted as legal counsel to the Underwriters.
The Underwriters have been granted an over-allotment option (the “Over-Allotment Option”) to purchase up to an additional 1,077,500 subordinate voting shares at a price of C$16.00 per share for additional gross proceeds of C$17,240,000 if the Over-Allotment Option is exercised in full. The Over-Allotment Option can be exercised for a period of 30 days from the closing date.
The securities under the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of any state of the United States and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account of benefit of, U.S. Persons (as such term is defined in Regulation S under the U.S. Securities Act), except pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or solicitation of an offer to buy any of these securities in any jurisdiction in which the offering or sale is not permitted.
BBTV is a media and technology company headquartered in Vancouver, Canada. BBTV is an enabling platform with a stated mission of advancing the world through the democratization of content. From individual content creators to global media companies, BBTV monetizes the media of content owners through end-to-end management, distribution and monetization solutions, powered by its innovative VISO Platform, including related proprietary technology, while allowing content owners to focus on their core competency – content creation. In June 2020, BBTV had the second most unique monthly viewers of digital platforms with 596 million globally, who consumed more than 54 billion minutes of video content, the most among media companies.** www.bbtv.com
* As defined by total proceeds raised.
**Calculations and classifications made by BBTV based on data from Comscore contained in Comscore’s “Top 12 Countries = June 2020 comScore Video Metrix Media Trend – Multi-Platform – Top 100 Video Properties Report”.
This press release may contain forward looking information within the meaning of applicable securities legislation, which reflects the Company’s current expectations regarding future events including the use of proceeds from the Offering. Forward looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward looking information. Such risks and uncertainties include, but are not limited to the factors discussed under “Risk Factors” in the final prospectus of the Company dated October 22, 2020. The Company does not undertake any obligation to update such forward looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.