Latest news with #DavidFortier
Cision Canada
3 days ago
- Business
- Cision Canada
BOAT ROCKER AND BLUE ANT PROVIDE TRANSACTION UPDATE; BLUE ANT FINAL ORDER RECEIVED
TORONTO, June 18, 2025 /CNW/ - Boat Rocker Media Inc. (TSX: BRMI) (" Boat Rocker" or " BRMI") and Blue Ant Media Inc. (" Blue Ant") today announced the receipt by Blue Ant of the final order of the Ontario Superior Court of Justice (Commercial List) dated June 18, 2025 (the " Final Order") with respect to the previously-announced plan of arrangement pursuant to which Blue Ant will go public by way of a reverse take-over of BRMI (the " RTO"). Concurrently with the RTO, (i) Boat Rocker will sell its Boat Rocker Studios business to a privately owned company (" IDJCo") controlled by Boat Rocker's co-founders and co-Executive Chairmen, David Fortier and Ivan Schneeberg, and Boat Rocker's CEO, John Young, and (ii) Boat Rocker will sell its minority investment in a U.S. talent management business to Fairfax Financial Holdings Limited (collectively with the RTO, the " Transactions"). Each of the Transactions are cross-conditional. In addition to the Final Order received today, requisite Boat Rocker and Blue Ant shareholder approvals (see Boat Rocker Media Announces Transaction Shareholder Approval at Special Meeting of Shareholders), Competition Act approval, CRTC approval and Toronto Stock Exchange (" TSX") conditional approval have also been obtained. With all substantive regulatory and shareholder approvals in hand, the closing of the Transactions is anticipated to occur in July 2025. Completion of the Transactions remain subject to customary closing conditions. In connection with the Transactions, BRMI will be renamed "Blue Ant Media Corporation" (the " Resulting Issuer") and, subject to final approval of the TSX, the Resulting Issuer's subordinate voting shares will continue to be listed and trade on the TSX under a new ticker symbol "BAMI". Further details regarding the Transactions are set out in the management information circular of Boat Rocker dated May 9, 2025 (the " Circular"), the news release of Boat Rocker dated March 24, 2025, the arrangement agreement dated March 23, 2025 between Boat Rocker and Blue Ant, and the share purchase agreement dated March 23, 2025 between Boat Rocker and IDJCo, each of which are available under Boat Rocker's SEDAR+ profile at About Boat Rocker Media Inc. Boat Rocker (TSX: BRMI) is the home for creative visionaries. An independent, integrated global entertainment company, BRMI's purpose is to tell stories and build iconic brands across all genres and mediums. With offices around the world, BRMI's creative and commercial capabilities include Scripted, Unscripted, and Kids and Family television production, distribution, brand & franchise management, a world-class animation studio, and talent management through a minority stake in The Initial Group, a new company launched by TPG. A selection of BRMI's projects include: Invasion (Apple TV+), Palm Royale (Apple TV+), Video Nasty (BBC Northern Ireland, BBC Three, Virgin Media One, WDR), This Is the Tom Green Documentary (Prime Video), Orphan Black: Echoes (AMC), American Rust: Broken Justice (Prime Video), Beacon 23 (MGM+), Pretty Baby: Brooke Shields (Hulu), Downey's Dream Cars (Max), BS High (HBO), Orphan Black (BBC AMERICA, CTV Sci-Fi Channel), Billie Eilish: The World's a Little Blurry (Apple TV+), The Next Step (BBC, Corus, CBC), Daniel Spellbound (Netflix), and Dino Ranch (Disney+, Disney Junior, CBC). For more information, please visit About Blue Ant Media Inc. Blue Ant is an international production studio and rights business and channel operator. The company's studio creates and distributes a premium slate of programming, in all content genres, for streaming and broadcasting platforms around the world. Blue Ant also operates free streaming and pay TV channels under several media brands internationally, including Love Nature, Cottage Life, Smithsonian Channel Canada, BBC Earth Canada, HauntTV, Homeful, Total Crime, Declassified and Love Pets. Blue Ant is headquartered in Toronto, with operations in Los Angeles, New York, Singapore, London, Washington and Sydney. Cautionary Note – Forward Looking Statements Certain statements contained in this news release contain "forward-looking information" within the meaning of applicable securities laws. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as "expects" or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "estimates" or "intends", or stating that certain actions, events or results "may", "could", "would", "might", "have potential" or "will" be taken, occur or be achieved) are not statements of historical fact and may be "forward-looking statements." Forward-looking information and statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to a variety of risks and uncertainties that could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Forward-looking information and statements include, but are not limited to, information and statements regarding the Transactions, the timing and ability of Boat Rocker and Blue Ant to complete the Transactions (if at all), the timing and ability of each of Boat Rocker, Blue Ant and other parties to the Transactions to satisfy the conditions precedent to completing the Transactions (if at all) and the final approval for the Resulting Issuer subordinate voting shares to be listed and posted for trading on the TSX. Although Boat Rocker and Blue Ant believe that the expectations reflected in such forward-looking information and statements are reasonable, such information and statements involve risks and uncertainties, and undue reliance should not be placed on such information and statements. Material factors or assumptions that were applied in formulating the forward-looking information contained herein include, without limitation, the expectations and beliefs of Boat Rocker and Blue Ant, and their respective management and board of directors, as of the date hereof. Boat Rocker and Blue Ant caution that the foregoing list of material factors and assumptions is not exhaustive. Many of these assumptions are based on factors and events that are not within its control, and there is no assurance that they will prove correct. Consequently, there can be no assurance that the actual results or developments anticipated by Boat Rocker and Blue Ant will be realized or, even if substantially realized, that they will have the expected consequences for, or effects on, Boat Rocker and Blue Ant, their current respective shareholders, or the future results and performance of Boat Rocker (or the resulting issuer after the Transactions) or Blue Ant. For additional information with respect to these and other factors and assumptions underlying the forward-looking statements made in this news release concerning the Transactions, see the Circular available on SEDAR+ ( under Boat Rocker's issuer profile. Readers, therefore, should not place undue reliance on any such forward-looking statements. There can be no assurance that the Transactions will be completed or that they will be completed on the terms and conditions contemplated in this news release. The Transactions could be modified or terminated in accordance with their terms. Further, the forward-looking information and statements in this news release are based on beliefs and opinions of Boat Rocker and Blue Ant at the time the statements are made, and there should be no expectation that these forward-looking statements will be updated or supplemented as a result of new information, estimates or opinions, future events or results or otherwise, and Boat Rocker and Blue Ant disavow and disclaim any obligation to do so except as required by applicable law. Nothing contained herein shall be deemed to be a forecast, projection or estimate of the future financial performance of either Boat Rocker (or the resulting issuer after the Transactions) or Blue Ant. SOURCE Boat Rocker Media Inc.
Cision Canada
4 days ago
- Business
- Cision Canada
BOAT ROCKER MEDIA ANNOUNCES TRANSACTION SHAREHOLDER APPROVAL AT SPECIAL MEETING OF SHAREHOLDERS
TORONTO, June 17, 2025 /CNW/ - Boat Rocker Media Inc. ("BRMI" or the "Company") (TSX: BRMI) is pleased to announce that, at the special meeting (the "Meeting") of the holders (the "Shareholders") of subordinate voting shares and multiple voting shares of the Company, the Shareholders of the Company voted in favour of the resolutions approving, among things, (i) the reverse take-over of BRMI by Blue Ant Media Inc. ("Blue Ant"), a privately owned company controlled by Michael MacMillan; (ii) the management buyout of Boat Rocker Studios by BRMI Co-Founders and Co-Executive Chairmen, David Fortier and Ivan Schneeberg, and BRMI CEO John Young; and (iii) the sale of the Company's interests in The Initial Group Global, LLC, a U.S. talent management business, to Fairfax Financial Holdings Limited (collectively, the "Transaction"), all as further described in the management information circular dated May 9, 2025 in respect of the Meeting (the "Circular"). Pursuant to the Transaction, BRMI will acquire all of the shares of Blue Ant in exchange for shares of BRMI on the basis of an exchange ratio of 1.25 shares (prior to the 10:1 share consolidation included in the share capital reorganization noted below and described in the Circular, and 0.125 shares on a post-consolidation basis) of BRMI for each share of Blue Ant (the "Exchange Ratio"). The Exchange Ratio implies a valuation of C$1.80 per BRMI share (pre-consolidation), representing a premium of approximately 125% to the March 21, 2025 closing price of BRMI's shares on the Toronto Stock Exchange ("TSX"), the last trading day prior to the announcement of the Transaction, and a premium of approximately 145.1% to the 30 trading day volume weighted average trading price per BRMI share on the TSX as at that date. The approval of the resolutions in respect of the Transaction were voted as follows: The completion of the Transaction is subject to certain conditions, including the approval of Blue Ant's lenders, the final order of the Ontario Superior Court of Justice (Commercial List), and other closing conditions customary in transactions of this nature. Requisite approval of the shareholders of Blue Ant, approval by the Canadian Radio-television and Telecommunications Commission, and the approval under the Competition Act (Canada) have been obtained. About Boat Rocker Media Inc. Boat Rocker (TSX: BRMI) is the home for creative visionaries. An independent, integrated global entertainment company, BRMI's purpose is to tell stories and build iconic brands across all genres and mediums. With offices around the world, BRMI's creative and commercial capabilities include Scripted, Unscripted, and Kids and Family television production, distribution, brand & franchise management, a world-class animation studio, and talent management through a minority stake in The Initial Group, a new company launched by TPG. A selection of BRMI's projects include: Invasion (Apple TV+), Palm Royale (Apple TV+), Video Nasty (BBC Northern Ireland, BBC Three, Virgin Media One, WDR), This Is the Tom Green Documentary (Prime Video), Orphan Black: Echoes (AMC), American Rust: Broken Justice (Prime Video), Beacon 23 (MGM+), Pretty Baby: Brooke Shields (Hulu), Downey's Dream Cars (Max), BS High (HBO), Orphan Black (BBC AMERICA, CTV Sci-Fi Channel), Billie Eilish: The World's a Little Blurry (Apple TV+), The Next Step (BBC, Corus, CBC), Daniel Spellbound (Netflix), and Dino Ranch (Disney+, Disney Junior, CBC). For more information, please visit Forward-Looking Information / Cautionary Statements Certain information contained in this news release may be forward-looking statements within the meaning of Canadian securities laws. Forward-looking statements are often, but not always, identified by the use of words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "will", "may", "would" and "should" and similar expressions or words suggesting future outcomes. These forward-looking statements reflect material factors and expectations and assumptions of the parties. These forward-looking statements include the assumptions: that the transaction is able to be completed on the timelines and on the terms currently anticipated; that all regulatory and other required approvals can be obtained on the timelines and in the manner currently anticipated; that the anticipated benefits of the transaction are able to be achieved; that the businesses of both BRMI and Blue Ant will continue to operate in a manner consistent with past practice; and that the parties' transition plans are effective. The parties' estimates, beliefs and assumptions are inherently subject to uncertainties and contingencies regarding future events and, as such, are subject to change. Risks and uncertainties not presently known to the parties or that they presently believe are not material could cause actual results or events to differ materially from those expressed in the forward-looking statements. Additional information on these and other factors that could affect events and results are included in the Circular and other documents and reports that will be filed by BRMI with applicable securities regulatory authorities and may be accessed through the SEDAR+ website ( Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect the parties' expectations only as of the date of this press release. The parties disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. U.S. Securities Matters None of the securities to be issued pursuant to the Transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws. The resulting issuer securities to be issued in the Transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities.
Yahoo
4 days ago
- Business
- Yahoo
BOAT ROCKER MEDIA ANNOUNCES TRANSACTION SHAREHOLDER APPROVAL AT SPECIAL MEETING OF SHAREHOLDERS
TORONTO, June 17, 2025 /CNW/ - Boat Rocker Media Inc. ("BRMI" or the "Company") (TSX: BRMI) is pleased to announce that, at the special meeting (the "Meeting") of the holders (the "Shareholders") of subordinate voting shares and multiple voting shares of the Company, the Shareholders of the Company voted in favour of the resolutions approving, among things, (i) the reverse take-over of BRMI by Blue Ant Media Inc. ("Blue Ant"), a privately owned company controlled by Michael MacMillan; (ii) the management buyout of Boat Rocker Studios by BRMI Co-Founders and Co-Executive Chairmen, David Fortier and Ivan Schneeberg, and BRMI CEO John Young; and (iii) the sale of the Company's interests in The Initial Group Global, LLC, a U.S. talent management business, to Fairfax Financial Holdings Limited (collectively, the "Transaction"), all as further described in the management information circular dated May 9, 2025 in respect of the Meeting (the "Circular"). Pursuant to the Transaction, BRMI will acquire all of the shares of Blue Ant in exchange for shares of BRMI on the basis of an exchange ratio of 1.25 shares (prior to the 10:1 share consolidation included in the share capital reorganization noted below and described in the Circular, and 0.125 shares on a post-consolidation basis) of BRMI for each share of Blue Ant (the "Exchange Ratio"). The Exchange Ratio implies a valuation of C$1.80 per BRMI share (pre-consolidation), representing a premium of approximately 125% to the March 21, 2025 closing price of BRMI's shares on the Toronto Stock Exchange ("TSX"), the last trading day prior to the announcement of the Transaction, and a premium of approximately 145.1% to the 30 trading day volume weighted average trading price per BRMI share on the TSX as at that date. The approval of the resolutions in respect of the Transaction were voted as follows: Category of Voting Number and percentage of votes represented in person or by proxy and entitled to vote at the Meeting that were voted "FOR" (rounded) Number and percentage of votes represented in person or by proxy and entitled to vote at the Meeting that were voted "AGAINST" (rounded) Blue Ant Transaction Resolution (TSX Company Manual - SVS & MVS Voting Together with MVS carrying only one vote) 49,789,272 (99.161 %) 421,140 (0.839 %) Blue Ant Transaction Resolution (TSX Company Manual - SVS Majority of Minority) 14,375,306 (97.154 %) 421,140 (2.846 %) Blue Ant Transaction Resolution (TSX Company Manual and OSC Rule 56-101 - SVS Majority of Minority) 14,375,306 (97.154 %) 421,140 (2.846 %) Blue Ant Transaction Resolution (MI 61-101 - SVS Majority of Minority) 14,375,306 (97.154 %) 421,140 (2.846 %) IDJ Transaction Resolution (MI 61-101 - SVS Majority of Minority) 14,373,847 (96.960 %) 450,637(3.040 %) Share Capital Reorganization Resolution (SVS & MVS Voting Separately) 26,235,047 (98.416%) subordinate voting share votes 235,530,500 (100%) multiple voting share votes 422,315 (1.584%) subordinate voting share votes 0 (0%) multiple voting share votes Share Capital Reorganization Resolution (OSC Rule 56-101 - SVS Majority of Minority) 14,374,131 (97.146 %) 422,315 (2.854 %) TIG Transaction Resolution (MI 61-101 - SVS Majority of Minority) 14,374,197 (97.146 %) 422,249 (2.854 %) Continuance Resolution (SVS & MVS Voting Together) 261,732,497 (99.826 %) 455,365 (0.174 %) FFX Stated Capital Increase Resolution (SVS & MVS Voting Separately) 26,234,763 (98.415%) subordinate voting share votes 235,530,500 (100%) multiple voting share votes 422,599 (1.585%) subordinate voting share votes 0 (0%) multiple voting share votes EIP Resolution (SVS & MVS Voting Together) 261,730,892 (99.826 %) 456,970 (0.174 %) The completion of the Transaction is subject to certain conditions, including the approval of Blue Ant's lenders, the final order of the Ontario Superior Court of Justice (Commercial List), and other closing conditions customary in transactions of this nature. Requisite approval of the shareholders of Blue Ant, approval by the Canadian Radio-television and Telecommunications Commission, and the approval under the Competition Act (Canada) have been obtained. About Boat Rocker Media Inc. Boat Rocker (TSX: BRMI) is the home for creative visionaries. An independent, integrated global entertainment company, BRMI's purpose is to tell stories and build iconic brands across all genres and mediums. With offices around the world, BRMI's creative and commercial capabilities include Scripted, Unscripted, and Kids and Family television production, distribution, brand & franchise management, a world-class animation studio, and talent management through a minority stake in The Initial Group, a new company launched by TPG. A selection of BRMI's projects include: Invasion (Apple TV+), Palm Royale (Apple TV+), Video Nasty (BBC Northern Ireland, BBC Three, Virgin Media One, WDR), This Is the Tom Green Documentary (Prime Video), Orphan Black: Echoes (AMC), American Rust: Broken Justice (Prime Video), Beacon 23 (MGM+), Pretty Baby: Brooke Shields (Hulu), Downey's Dream Cars (Max), BS High (HBO), Orphan Black (BBC AMERICA, CTV Sci-Fi Channel), Billie Eilish: The World's a Little Blurry (Apple TV+), The Next Step (BBC, Corus, CBC), Daniel Spellbound (Netflix), and Dino Ranch (Disney+, Disney Junior, CBC). For more information, please visit Forward-Looking Information / Cautionary Statements Certain information contained in this news release may be forward-looking statements within the meaning of Canadian securities laws. Forward-looking statements are often, but not always, identified by the use of words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "will", "may", "would" and "should" and similar expressions or words suggesting future outcomes. These forward-looking statements reflect material factors and expectations and assumptions of the parties. These forward-looking statements include the assumptions: that the transaction is able to be completed on the timelines and on the terms currently anticipated; that all regulatory and other required approvals can be obtained on the timelines and in the manner currently anticipated; that the anticipated benefits of the transaction are able to be achieved; that the businesses of both BRMI and Blue Ant will continue to operate in a manner consistent with past practice; and that the parties' transition plans are effective. The parties' estimates, beliefs and assumptions are inherently subject to uncertainties and contingencies regarding future events and, as such, are subject to change. Risks and uncertainties not presently known to the parties or that they presently believe are not material could cause actual results or events to differ materially from those expressed in the forward-looking statements. Additional information on these and other factors that could affect events and results are included in the Circular and other documents and reports that will be filed by BRMI with applicable securities regulatory authorities and may be accessed through the SEDAR+ website ( Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect the parties' expectations only as of the date of this press release. The parties disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. U.S. Securities Matters None of the securities to be issued pursuant to the Transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws. The resulting issuer securities to be issued in the Transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities. SOURCE Boat Rocker Media Inc. View original content: Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
10-05-2025
- Business
- Yahoo
BOAT ROCKER MEDIA ANNOUNCES FILING OF MANAGEMENT INFORMATION CIRCULAR FOR SPECIAL MEETING OF SHAREHOLDERS
TORONTO, May 9, 2025 /CNW/ - Boat Rocker Media Inc. ("BRMI" or the "Company") (TSX: BRMI) announced today that it has filed its notice of meeting, management information circular and related documents (collectively, the "Meeting Materials") with securities regulators in connection with the special meeting (the "Meeting") of the holders (the "Shareholders") of subordinate voting shares and multiple voting shares of the Company. The Meeting Materials can be accessed either on the Company's website at or under the Company's SEDAR+ profile at The Meeting is to be held on June 17, 2025, at 10:00 a.m. (Toronto time) at the offices of Stikeman Elliott LLP, 5300 Commerce Court West, 199 Bay Street, Toronto, Ontario, M5L 1B5, Canada. Only Shareholders whose names have been entered in the register of the Company as at the close of business on April 21, 2025, the record date for the Meeting, or their duly appointed proxyholders, will be entitled to receive notice of and vote at the Meeting or any adjournment(s) or postponement(s) thereof. At the Meeting, Shareholders will be asked to pass resolutions approving, among things, (i) the reverse take-over of BRMI by Blue Ant Media Inc. ("Blue Ant"), a privately owned company controlled by Michael MacMillan, (ii) the management buyout of Boat Rocker Studios by BRMI Co-Founders and Co-Executive Chairmen, David Fortier and Ivan Schneeberg, and BRMI CEO John Young, and (iii) the sale of the Company's interests in The Initial Group Global, LLC ("The Initial Group"), a U.S. talent management business, to Fairfax Financial Holdings Limited (collectively, the "Transaction"). Shareholders are encouraged to vote well in advance of the proxy cut-off time of 10:00 a.m. (Toronto time) on June 13, 2025. If you have any questions regarding the Transaction or how to vote your shares, please contact the Company's proxy solicitation agent, Carson Proxy Advisors: (i) by telephone at 1-800-530-5189 (North American toll free); or (ii) by email at info@ About Boat Rocker Media Inc. Boat Rocker (TSX: BRMI) is the home for creative visionaries. An independent, integrated global entertainment company, BRMI's purpose is to tell stories and build iconic brands across all genres and mediums. With offices around the world, BRMI's creative and commercial capabilities include Scripted, Unscripted, and Kids and Family television production, distribution, brand & franchise management, a world-class animation studio, and talent management through a minority stake in The Initial Group, a new company launched by TPG. A selection of BRMI's projects include: Invasion (Apple TV+), Palm Royale (Apple TV+), Video Nasty (BBC Northern Ireland, BBC Three, Virgin Media One, WDR), This Is the Tom Green Documentary (Prime Video), Orphan Black: Echoes (AMC), American Rust: Broken Justice (Prime Video), Beacon 23 (MGM+), Pretty Baby: Brooke Shields (Hulu), Downey's Dream Cars (Max), BS High (HBO), Orphan Black (BBC AMERICA, CTV Sci-Fi Channel), Billie Eilish: The World's a Little Blurry (Apple TV+), The Next Step (BBC, Corus, CBC), Daniel Spellbound (Netflix), and Dino Ranch (Disney+, Disney Junior, CBC). For more information, please visit Forward-Looking Information / Cautionary Statements Certain information contained in this news release may be forward-looking statements within the meaning of Canadian securities laws. Forward-looking statements are often, but not always, identified by the use of words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "will", "may", "would" and "should" and similar expressions or words suggesting future outcomes. These forward-looking statements reflect material factors and expectations and assumptions of the parties. These forward-looking statements include the assumptions: that the Transaction is able to be completed on the timelines and on the terms currently anticipated; that all regulatory and other required approvals can be obtained on the timelines and in the manner currently anticipated; that the anticipated benefits of the transaction are able to be achieved; that the businesses of both BRMI and Blue Ant will continue to operate in a manner consistent with past practice; and that the parties' transition plans are effective. The parties' estimates, beliefs and assumptions are inherently subject to uncertainties and contingencies regarding future events and, as such, are subject to change. Risks and uncertainties not presently known to the parties or that they presently believe are not material could cause actual results or events to differ materially from those expressed in the forward-looking statements. Additional information on these and other factors that could affect events and results are included in other documents and reports that will be filed by BRMI with applicable securities regulatory authorities and may be accessed through the SEDAR+ website ( Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect the parties' expectations only as of the date of this press release. The parties disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. U.S. Securities Matters None of the securities to be issued pursuant to the Transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws. The resulting issuer securities to be issued in the Transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities. SOURCE Boat Rocker Media Inc. View original content: Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Cision Canada
10-05-2025
- Business
- Cision Canada
BOAT ROCKER MEDIA ANNOUNCES FILING OF MANAGEMENT INFORMATION CIRCULAR FOR SPECIAL MEETING OF SHAREHOLDERS
TORONTO, May 9, 2025 /CNW/ - Boat Rocker Media Inc. ("BRMI" or the "Company") (TSX: BRMI) announced today that it has filed its notice of meeting, management information circular and related documents (collectively, the "Meeting Materials") with securities regulators in connection with the special meeting (the "Meeting") of the holders (the "Shareholders") of subordinate voting shares and multiple voting shares of the Company. The Meeting Materials can be accessed either on the Company's website at or under the Company's SEDAR+ profile at The Meeting is to be held on June 17, 2025, at 10:00 a.m. (Toronto time) at the offices of Stikeman Elliott LLP, 5300 Commerce Court West, 199 Bay Street, Toronto, Ontario, M5L 1B5, Canada. Only Shareholders whose names have been entered in the register of the Company as at the close of business on April 21, 2025, the record date for the Meeting, or their duly appointed proxyholders, will be entitled to receive notice of and vote at the Meeting or any adjournment(s) or postponement(s) thereof. At the Meeting, Shareholders will be asked to pass resolutions approving, among things, (i) the reverse take-over of BRMI by Blue Ant Media Inc. ("Blue Ant"), a privately owned company controlled by Michael MacMillan, (ii) the management buyout of Boat Rocker Studios by BRMI Co-Founders and Co-Executive Chairmen, David Fortier and Ivan Schneeberg, and BRMI CEO John Young, and (iii) the sale of the Company's interests in The Initial Group Global, LLC ("The Initial Group"), a U.S. talent management business, to Fairfax Financial Holdings Limited (collectively, the "Transaction"). Shareholders are encouraged to vote well in advance of the proxy cut-off time of 10:00 a.m. (Toronto time) on June 13, 2025. If you have any questions regarding the Transaction or how to vote your shares, please contact the Company's proxy solicitation agent, Carson Proxy Advisors: (i) by telephone at 1-800-530-5189 (North American toll free); or (ii) by email at [email protected]. About Boat Rocker Media Inc. Boat Rocker (TSX: BRMI) is the home for creative visionaries. An independent, integrated global entertainment company, BRMI's purpose is to tell stories and build iconic brands across all genres and mediums. With offices around the world, BRMI's creative and commercial capabilities include Scripted, Unscripted, and Kids and Family television production, distribution, brand & franchise management, a world-class animation studio, and talent management through a minority stake in The Initial Group, a new company launched by TPG. A selection of BRMI's projects include: Invasion (Apple TV+), Palm Royale (Apple TV+), Video Nasty (BBC Northern Ireland, BBC Three, Virgin Media One, WDR), This Is the Tom Green Documentary (Prime Video), Orphan Black: Echoes (AMC), American Rust: Broken Justice (Prime Video), Beacon 23 (MGM+), Pretty Baby: Brooke Shields (Hulu), Downey's Dream Cars (Max), BS High (HBO), Orphan Black (BBC AMERICA, CTV Sci-Fi Channel), Billie Eilish: The World's a Little Blurry (Apple TV+), The Next Step (BBC, Corus, CBC), Daniel Spellbound (Netflix), and Dino Ranch (Disney+, Disney Junior, CBC). For more information, please visit Forward-Looking Information / Cautionary Statements Certain information contained in this news release may be forward-looking statements within the meaning of Canadian securities laws. Forward-looking statements are often, but not always, identified by the use of words such as "expect", "anticipate", "believe", "foresee", "could", "estimate", "goal", "intend", "plan", "seek", "will", "may", "would" and "should" and similar expressions or words suggesting future outcomes. These forward-looking statements reflect material factors and expectations and assumptions of the parties. These forward-looking statements include the assumptions: that the Transaction is able to be completed on the timelines and on the terms currently anticipated; that all regulatory and other required approvals can be obtained on the timelines and in the manner currently anticipated; that the anticipated benefits of the transaction are able to be achieved; that the businesses of both BRMI and Blue Ant will continue to operate in a manner consistent with past practice; and that the parties' transition plans are effective. The parties' estimates, beliefs and assumptions are inherently subject to uncertainties and contingencies regarding future events and, as such, are subject to change. Risks and uncertainties not presently known to the parties or that they presently believe are not material could cause actual results or events to differ materially from those expressed in the forward-looking statements. Additional information on these and other factors that could affect events and results are included in other documents and reports that will be filed by BRMI with applicable securities regulatory authorities and may be accessed through the SEDAR+ website ( Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect the parties' expectations only as of the date of this press release. The parties disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. U.S. Securities Matters None of the securities to be issued pursuant to the Transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws. The resulting issuer securities to be issued in the Transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities. SOURCE Boat Rocker Media Inc.
