Thunderbird Entertainment Group Inc. (TSXV: TBRD, OTCQX:
THBRF) (Thunderbird or the Company) today set the
record straight regarding a proxy fight instigated by Texas-based
hedge fund Voss Capital LLC (“Voss”) in a misguided attempt to put
Thunderbird up for sale. Thunderbird also corrects certain other
factually inaccurate and misleading claims by Voss in its November
18, 2022 news release.
Thunderbird hoped to avoid a distracting and
value-destructive proxy fight
Over the last several weeks, Thunderbird engaged privately with
Voss to avert an ugly, costly fight that will negatively impact all
stakeholders. A proxy fight will be distracting to management,
unsettling to the team, and could create unrest with buyers and
customers. This, at a time when the Company is firing on all
cylinders, including many exciting developments in owned-IP and
several pending series renewals across all divisions. Thunderbird
came to the table in good faith, attempting to find common ground.
Unfortunately, Voss has chosen not to meaningfully engage and has
now declared that we are at an impasse.
The equity markets are difficult now
Thunderbird is constantly checking the market (buy- and
sell-side) including through engagement with potential financiers
(debt and equity), investment banks, private equity funds and
potential strategic and synergistic partners. The equity markets
are difficult now, but it won’t last forever. Thunderbird remains a
very profitable, cash flow positive and growing company, and the
fact that the markets are unstable, alone, is a good reason not to
push for a transformative transaction which will almost certainly
fail. In addition, the Company is aware of several failed sales
processes for similarly sized companies in its industry in the last
several months alone.
As the Company has stated previously, the pool of Canadian
bidders is small and non-Canadians would be subject to Canadian
Government cultural approval. Such approval is unpredictable and
could be subject to time-consuming and expensive undertakings,
which could further restrict the pool of interested parties and
diminish the price offered to Thunderbird shareholders.
Voss is wrong to complain about Thunderbird’s value-creation
strategy
Voss’s November 18, 2022 news release complained that
Thunderbird is not creating value. Voss ignored the evidence
delivered one day earlier, when Thunderbird announced a 25% revenue
gain for the first fiscal quarter; this on top of the facts that:
from fiscal 2020 through fiscal year end 2022, Thunderbird’s
revenue increased 83% and adjusted earnings before interest, taxes,
depreciation, and amortization (AEBITDA) increased 30%. The Company
has no debt and its growth is purely organic.
Moreover, Voss omitted appropriate context with its criticism of
Thunderbird’s share price performance. Voss ignored clear evidence
that Thunderbird shares have outperformed directly comparable peers
as well as the market.
Thunderbird will file and mail its Circular in due course, after
which it will commence soliciting proxies for its nominees. The
Circular will be posted at investors.thunderbird.tv and under
Thunderbird's profile on SEDAR at www.sedar.com.
ABOUT THUNDERBIRD ENTERTAINMENT GROUP
Thunderbird Entertainment Group is a global award-winning,
full-service multiplatform production, distribution and rights
management company, headquartered in Vancouver, with additional
offices in Los Angeles, Toronto, and Ottawa. Thunderbird creates
award-winning scripted, unscripted, and animated programming for
the world’s leading digital platforms, as well as Canadian and
international broadcasters. Thunderbird’s vision is to produce high
quality, socially responsible content that makes the world a better
place. The Company develops, produces, and distributes animated,
factual, and scripted content through its various content arms,
including Thunderbird Kids and Family (Atomic Cartoons),
Thunderbird Unscripted (Great Pacific Media), formerly known as
Thunderbird Factual, and Thunderbird Scripted. Productions under
the Thunderbird umbrella include The Last Kids on Earth, Molly of
Denali, Highway Thru Hell and Kim’s Convenience, among others. The
Company also has a team dedicated to global distribution and
consumer products. Thunderbird is on Facebook, Twitter, and
Instagram at @tbirdent. For more information, visit:
www.thunderbird.tv.
Cautionary Statement Regarding Forward-Looking
Information
This news release includes certain “forward-looking statements”
under applicable Canadian securities legislation that are not
historical facts. Forward-looking statements involve risks,
uncertainties, and other factors that could cause actual results,
performance, prospects, and opportunities to differ materially from
those expressed or implied by such forward-looking statements.
Forward-looking statements in this news release include, but are
not limited to, statements with respect to the nature, cost and
impact of a proxy fight on Company stakeholders; the future state
of the equity markets; the likelihood that a transformative
transaction would fail; Canadian Government cultural approval
requirements for a transformative transaction; timing for filing
and mailing the Circular; timing for soliciting proxies for
management nominees; the Company’s objectives, goals or future
plans; and the business and operations of the Company.
Forward-looking statements are necessarily based on a number of
estimates and assumptions that, while considered reasonable, are
subject to known and unknown risks, uncertainties and other factors
which may cause actual results and future events to differ
materially from those expressed or implied by such forward-looking
statements. Such factors include, but are not limited to: general
business, economic and social uncertainties; litigation,
legislative, environmental and other judicial, regulatory,
political and competitive developments; and those additional risks
set out in the Company’s management’s discussion and analysis for
the years ended June 30, 2022 and 2021 and other public documents
filed on SEDAR at www.sedar.com. Although the Company believes that
the assumptions and factors used in preparing the forward-looking
statements are reasonable, undue reliance should not be placed on
these statements, which only apply as of the date of this news
release, and no assurance can be given that such events will occur
in the disclosed time frames or at all. Except where required by
law, the Company disclaims any intention or obligation to update or
revise any forward-looking statement, whether as a result of new
information, future events, or otherwise.
SOURCE Thunderbird Entertainment Group Inc.
Neither the TSX-V nor its Regulation Services Provider (as that
term is defined in the policies of the TSX-V) accepts
responsibility of the adequacy or accuracy of this release, which
has been prepared by management.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20221207005649/en/
Investor Relations Contacts: Glen Akselrod, Bristol Capital
Phone: + 1 905 326 1888 ext 1 Email: glen@bristolir.com Media
Relations Contact: Lana Castleman, Director, Marketing &
Communications Phone: 416-219-3769 Email: lcastleman@thunderbird.tv
Corporate Communications Julia Smith, Finch Media Email:
Julia@finchmedia.net
Thunderbird Entertainment (TSXV:TBRD)
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