Chairman Robert L. Johnson Converts 100% of Preferred Stock into Common Stock
AMC Networks Exercises $5 Million of Tranche A Warrants
AMC Networks Expands Tranche A Term Loan by an Additional $10 Million
SILVER SPRING, Md., June 20, 2017 /PRNewswire/ -- Robert L. Johnson, Chairman of RLJ Entertainment, Inc. ("RLJ Entertainment," "RLJE" or "the Company") (NASDAQ: RLJE) today announced that RLJE broadened its strategic partnership with AMC Networks, Inc. ("AMC") to accelerate its content investments and other strategic initiatives for Acorn TV, the premier streaming service for English-language mystery and drama, and UMC (Urban Movie Channel), the first urban-focused premium subscription streaming service. Specifically:
- The AMC Networks Tranche A Term Loan was expanded from $13 million to $23 million. AMC also extended the maturity on the base amount by one year to 2020 with the additional amount due in 2021. In addition, AMC will now receive payment of interest expense entirely in common stock at a fixed conversion price of $3 per share on both the Tranche A Term Loan and Tranche B Term Loan.
- AMC Networks exercised $5 million of its Tranche A Warrants into RLJE common stock at $3 per common share.
- Additionally, dividend payments on the preferred stock held by Robert L. Johnson were eliminated through 100% conversion of his preferred stock to common stock at $3 per share.
- RLJ Entertainment expects to save $5 million in cash annually through the elimination of the abovementioned interest and dividend payments.
- Together, these actions will allow the company to dramatically increase its content investment over the next five years.
- After the preferred stock conversion and Warrant exercise, RLJE has approximately 13 million common shares outstanding.
Robert L. Johnson, Chairman of RLJ Entertainment, stated, "AMC Networks has proven a stellar partner and collaborator in RLJ Entertainment's drive to more firmly establish Acorn TV and UMC as must-have destinations and impactful brands, and we thank AMC Networks President & CEO Josh Sapan and AMC Networks for their increased support. I believe in RLJE's ability and opportunity to accelerate digital channel market penetration and steepen our overall growth trajectory, and I am demonstrating my support by participating through pure common equity."
Miguel Penella, Chief Executive Officer of RLJ Entertainment, stated, "With OTT adoption gaining increased acceptance amongst consumers, we see a unique window of opportunity to take advantage of this trend. This financing reallocates significant levels of cash and limits the Company's level of financial leverage while increasing shareholders equity. We will use these additional resources to intensify our planned investments in original, exclusive and compelling content to expand Acorn TV and UMC programming, in marketing to support awareness and subscription, and in broadening our Digital Channels' domestic and international distribution. Accelerating our Digital Channel growth should in turn drive faster emergence of our higher-margin business model. Our partnership with AMC Networks has not only been financially beneficial but also extremely productive in terms of our strategic collaboration on programming opportunities."
About RLJ Entertainment, Inc.
RLJ Entertainment, Inc. (NASDAQ: RLJE) is a premium digital channel company serving distinct audiences primarily through its popular OTT branded channels, Acorn TV (British TV) and UMC (Urban Movie Channel), which have rapidly grown through development, acquisition, and distribution of its exclusive rights to a large library of international and British dramas, independent feature films and urban content. RLJE's titles are also distributed in multiple formats including broadcast and pay television, theatrical and non-theatrical, DVD, Blu-ray, and a variety of digital distribution models (including EST, VOD, SVOD and AVOD) in North America, the United Kingdom, and Australia. Additionally, through Acorn Media Enterprises, its UK development arm, RLJE co-produces and develops new programs and owns 64% of Agatha Christie Limited. For more information, please visit RLJEntertainment.com, Acorn.tv, and UMC.tv.
Forward Looking Statements
This press release may include "forward looking statements" within the meaning of the "safe harbor" provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Other than statements of historical fact, all statements made in this press release are forward-looking, including, but not limited to, statements regarding goals, industry prospects, future results of operations or financial position, and statements of our intent, belief and current expectations about our strategic direction, prospective and future results and condition. In some cases, forward-looking statements may be identified by words such as "will," "should," "could," "may," "might," "expect," "plan," "possible," "potential," "predict," "anticipate," "believe," "estimate," "continue," "future," "intend," "project" or similar words.
Forward-looking statements involve risks and uncertainties that are inherently difficult to predict, which could cause actual outcomes and results to differ materially from our expectations, forecasts and assumptions. Factors that might cause such differences include, but are not limited to:
- Our financial performance, including our ability to achieve improved results from operations and improved earnings before income tax, depreciation and amortization, non-cash royalty expense, interest expense, non-cash exchange gains and losses on intercompany accounts, goodwill impairments, severance costs, change in fair value of stock warrants and other derivatives, stock-based compensation, basis-difference amortization in equity earnings of affiliate and dividends received from affiliate in excess of equity earnings of affiliate (or Adjusted EBITDA);
- Our expectation that revenues and financial performance of our digital channels will continue to grow and have a positive effect on our liquidity, cash flows and operating results;
- The effects of limited cash liquidity on operational performance;
- Our obligations under the credit agreement;
- Our ability to satisfy financial ratios;
- Our ability to generate sufficient cash flows from operating activities;
- Our ability to fund planned capital expenditures and development efforts;
- Our inability to gauge and predict the commercial success of our programming;
- Our ability to maintain relationships with customers, employees and suppliers, including our ability to enter into revised payment plans, when necessary, with our vendors that are acceptable to all parties;
- Our ability to realize anticipated synergies and other efficiencies in connection with the AMC transaction;
- Delays in the release of new titles or other content;
- The effects of disruptions in our supply chain;
- The loss of key personnel;
- Our public securities' limited liquidity and trading; or
- Our ability to meet the NASDAQ Capital Market continuing listing standards and maintain our listing.
You should carefully consider and evaluate all of the information in this press release, including the risk factors listed above and in our Form 10-K filed with the Securities Exchange Commission (or SEC), including "Item 1A. Risk Factors." If any of these risks occur, our business, results of operations, and financial condition could be harmed, the price of our common stock could decline and you may lose all or part of your investment, and future events and circumstances could differ significantly from those anticipated in the forward-looking statements contained in this press release. Unless otherwise required by law, we undertake no obligation to release publicly any updates or revisions to any such forward-looking statements that may reflect events or circumstances occurring after the date of this press release.
Readers are referred to the most recent reports filed with the SEC by RLJ Entertainment. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made, and we undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
Traci Otey Blunt, 301-830-6204
RLJ Entertainment, Inc.
Jody Burfening/Carolyn Capaccio, 212-838-3777
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SOURCE RLJ Entertainment, Inc.