MediaValet – a leading provider of enterprise digital asset management (DAM), video content management, and creative operations software – announced that it has entered into an arrangement agreement pursuant to which, subject to shareholder and other customary approvals, an affiliate of STG will acquire all of the issued and outstanding common shares of the company for $1.71 per share in cash.
The deal values MV at about $80 million and the consideration represents a 30% premium to the closing price of the Shares on the Toronto Stock Exchange (TSX) on January 23, 2024.
Deal Highlights:
The consideration of $1.71 per share represents a premium of 30% and 22% to the company’s closing price and 20-day volume-weighted average price, respectively, per Share on the TSX for the period ending on January 23, 2024.
The $1.71 per share cash consideration to holders of MV shares (shareholders) provides immediate liquidity and certainty of value.
STG’s obligation to complete the Transaction is subject to a limited number of closing conditions that the board of directors of MV believes are reasonable in the circumstances. And the completion of the deal is not subject to any financing condition. STG is a credible purchaser with significant financial capacity and a strong track record of investing in technology companies.
Under the terms of the deal, shareholders will receive $1.71 in cash per Share held. Pursuant to the terms of the arrangement agreement, each share purchase warrant outstanding immediately before the effective time of the Arrangement will be canceled in exchange for a cash payment from the company equal to the amount (if any) by which the consideration exceeds the exercise price of such warrant.
TD Securities is acting as the exclusive financial advisor, and McMillan LLP is acting as the legal advisor to the company in connection with the Transaction. Stikeman Elliott LLP is acting as STG’s legal advisor.
The deal is subject to certain closing conditions.
KEY QUOTES:
“MediaValet stands at the forefront of the enterprise digital asset management, video management and creative operations industries. Our focus on providing an easy-to-use, highly secure and high-performance solution has allowed our over 70,000 end users to drive collaboration and compliance, resulting in ARR growing more than 5x over the last five years. By partnering with STG, a proven technology investor with a track record in building market-leading companies, we are positioning MediaValet for continued innovation, and an exciting future for both our dedicated employees and over 500 customers around the world.”
– Rob Chase, Chief Executive Officer of MediaValet.
“After careful consideration, we are pleased to unanimously recommend this transaction that provides a premium valuation and immediate cash value to all shareholders. Given STG’s extensive experience in marketing technology, we believe they will be a fantastic partner for MediaValet going forward.”
– Andrew Shen, Chairman of MediaValet’s Board of Directors
“In this world of ever-increasing content, MediaValet stands out as a leading DAM solution that allows companies and brands to organize, manage and collaborate within their asset libraries in ways that drive immediate ROI and compliance. We are impressed by MediaValet’s robust product, customer focus and culture of innovation, and are excited to partner with Rob and the MediaValet management team to continue delivering best-in-class solutions and support for our customers.”
– Umang Kajaria, Managing Director, Co-Lead of STG Allegro Fund
