Rogers Media is buying theScore Television Network and its related television assets, but it will not acquire the specialty services’ valued digital properties.
Rogers will acquire all of the outstanding shares of Score Media Inc., the company announced today. Following shareholder and regulatory approvals, Rogers will wholly own the sports channel and will rebrand it to the Sportsnet family.
The acquisition of Score Media does not include its digital media business, including theScore.com website and mobile applications.
Score Media's digital assets will be spun out to its existing shareholders, with Rogers Media retaining a 10 per cent equity interest in the digital media business.
Rogers will get access to Score Media's digital technology (Score has added digital and mobile development companies to its portfolio over the years) and will use those resources to immediately enhance its own mobile offerings.
"We continue to pursue opportunities to engage, expand and enhance the experience for sports fans. Rogers Media is on a growth trajectory and this builds on our momentum of delivering world-class sports content anywhere, anytime, on any platform," said Keith Pelley, President, Rogers Media. "theScore is a tremendous sports service that offers a distinct flavour of premium, niche programming that fits squarely within our strategy of delivering highly sought-after content to Canadians."
Score Media owns theScore Television Network, closed captioning service Voice to Visual Inc., and mixed martial arts promotion The Score Fighting Series, as well as the digital media business being spun out to its shareholders. theScore Television Network is a national specialty television service providing sports news, information, highlights and live event programming across Canada. It is Canada's third largest specialty sports channel with 6.6 million television subscribers generating approximately $45 million of annual subscription and advertising revenues and approximately $15 million of annual earnings before interest, taxes, depreciation and amortization (EBITDA).
“I am extremely proud of our team at theScore Television Network and the unique original content we produce each and every day,” said John. Levy, Founder, Chairman and Chief Executive Officer of Score Media. “As part of Rogers Media’s inventory of sports properties, its extensive programming assets and senior management’s commitment to securing premium sports content, I am confident the network will continue to grow and contribute to the Canadian sports scene.”
“This deal allows us to continue to pursue our vision and strategy that has formed a huge part of what we’ve been doing at Score Media for some time," Levy added. "We can now focus 100 percent on our digital products, building on the tremendous strides we have made in growing the international audience of our website and mobile apps.”
Levy will lead the digital media business following the spin-out.
TV revenue at the specialty service was $11.5-million in a recent quarterly, digital revenue was up a strong 27 per cent, but that brought in just over $1 million. The company’s digital media assets include theScore.com, the mobile sports applications ScoreMobile and ScoreMobile FC, and SportsTap.
The total consideration payable by Rogers Media in connection with the transaction, including consideration payable to Score Media's shareholders, consideration for the 10 per cent equity interest in the digital media business, and repayment of Score Media's third-party debt and transaction expenses, is $167 million.
The transaction will be carried out by way of plan of arrangement, and will be subject to Score Media shareholder and court approvals, and the satisfaction of other customary conditions. The meeting of Score Media shareholders is currently expected to be held in the fall of 2012. The CEO and largest shareholder of Score Media have entered into an irrevocable lockup agreement with Rogers Media in support of the transaction. Upon completion of the arrangement, the shares of Score Media will be held in a CRTC-approved trust and release of the shares to Rogers Media will be subject to receipt of CRTC final approval.
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