VANCOUVER, BRITISH COLUMBIA, / March 18, 2014 / Gener8 Media Corp. (CSE: GNR) ("Gener8" or the "Company") is pleased to announce that it has signed an investment and partnership agreement with Tianjin Fu Feng Da Movie & Television Technology Investment and Development Co., Ltd. ("FFD"), pursuant to the letter of intent ("LOI") previously announced on November 4, 2013.
The partnership between Gener8's stereoscopic 3D conversion division and FFD is expected to provide capital, talent and economies of scale to service the Company's growing clientele in Hollywood. This relationship is also expected to give the Company access to the Chinese box office where 3D entertainment is growing at a faster pace than in North America. After closing the transaction, Vancouver-based Gener8 will continue to provide Hollywood studios with top talent, pricing, quality, security and service.
"This is a great opportunity for Gener8 to partner with a large company interested in expanding its postproduction reach into North America and, at the same time, provide access to an emerging market that offers tremendous potential in 3D applications to the media and entertainment sector," says Rory Armes, CEO of Gener8. "I am excited about partnering with FFD, a company that has the same passion for creative excellence as we do and will stand beside us to provide Hollywood with the best talent and highest standards in quality."
"In a short amount of time, Gener8 has proven that best-in-class technology and production standards can co-exist with sustainable business practices, " says Liu Yong, FFD Chairman. "FFD is excited to be joining Rory and his team in setting the precedent for successful partnerships between North American and Chinese studios and further augmenting an already successful Gener8. For all of Gener8's clients, it will be business as usual, just bigger and better."
Under the terms of the agreement Gener8 will transfer its existing 3D business to a new company which will continue to be managed from Vancouver following closing by Gener8's leadership, creative and production teams, and the parties will enter into a shareholders agreement which will require unanimous consent for most operating and investment decisions on a going forward basis. FFD will pay Gener8 $15 million for 60% of the Vancouver-based 3D conversion partnership. The Company's board of directors, consisting of representatives from FFD and Gener8, will ensure the right project team, security and location is used for each client's needs.
The definitive agreement is subject to closing conditions including all requisite regulatory, exchange and shareholder approvals, obtaining any requisite government approvals and third party consents, and various other conditions customary for an agreement of this nature. The transaction is expected to close on April 11, 2014 and no later than April 30, 2014. There is no assurance the transaction will be completed as planned, or at all.
Gener8 intends to use the net proceeds from the transaction to help finance the development and commercialization of other technologies within the Company including Cumul8 and Reelhouse Media Ltd. and for other purposes such as working capital and repayment of debt.
Gener8 Media Corp. is a media technology company led by a team of gaming industry veterans. At the forefront of postproduction, the Company earned its stripes by developing a proprietary 3D conversion technology, garnering high-profile credits including "300: Rise of a Empire," "The Amazing Spider-Man," "Prometheus" and "Harry Potter." Gener8 has since expanded into offering visual effects services and a cloud-based data management and analytics solution called Cumul8. With its focus on developing disruptive solutions that combine design and technology, Gener8 funded and then acquired a majority interest in Reelhouse Media Ltd., an online entertainment distribution start-up. Gener8's head office is located in Vancouver, British Columbia and currently has over 200 employees. Visit the company website at www.gener8.com.
FFD is a privately owned company headquartered in Tianjin, China and is engaged in the business of movie and TV production, science and technology research and development, digital visualization, stereoscopic 3D technology solutions, and various other fields. Its businesses include: 3D content production, 3D dome screen film production, visual effects, 2D to 3D conversion, and stereoscopic 3D photography; digital publishing, new media content development; digitalization, including virtual reality, photography and production of enterprise promotion videos, and multimedia digital exhibition hall; game outsourcing, and 2D and 3D animation; and cinema chain and film distribution. FFD also offers S3D entertainment and 3D projection systems and equipment for 3D live broadcast rental. FFD offers services for government, real estate, movie and TV, enterprises and various other clients; and provides visual solutions for clients in greater China and globally in 3D and 2D animation, stereoscopic 3D movies and TV, special visual effects, and Internet applications.
ON BEHALF OF THE BOARD OF THE COMPANY
Chief Executive Officer and Director
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Forward Looking Statements
Except for statements of historical fact, this news release contains certain forward-looking statements within the meaning of applicable securities law. Forward-looking statements are frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" occur. In particular, forward-looking statements in this press release include, but are not limited to, statements with respect to: the use of net proceeds from the transaction; that the partnership is expected to provide capital, talent, and economies of scale to service the Company's growing clientele in Hollywood; that the Gener8 management will continue to drive all Hollywood work from Company headquarters in Vancouver and ensure the right project team, security and location is used for each client's needs; and the statements respecting the terms and closing of the transaction. Although Gener8 believes that the expectations reflected in the forward-looking statements are reasonable; there can be no assurance that such expectations will prove to be correct. Such forward-looking statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements including, without limitation, risks with respect to: closing the definitive agreements respecting the transaction, obtaining all regulatory and third party consents, obtaining the requisite shareholder approvals for the transaction, meeting our contractual timelines and milestones on our 3D film conversion contracts; general economic conditions in Canada and globally; film industry conditions; competition for, among other things, capital and skilled personnel; changes in economic and market conditions that could lead to reduced spending on 3D film conversion; potential delays or changes in plans with respect to deployment of services or capital expenditures; our ability to hire and retain qualified employees and key management personnel; possibility that government policies or laws may change; amount and timing of operating costs and capital expenditures; the success of certain business combinations engaged in by the Company or by its competitors; possible disruptive effects of organizational or personnel changes; technological change, new products and standards; risks related to acquisitions and international expansion; reliance on large customers; reliance on a limited number of suppliers; risks related to the Company's competition; the Company's failure to adequately protect its intellectual property; interruption or failure of information technology systems; the risk that the transaction may not be completed as planned, or at all; and business, legal and/or regulatory risks relating to Gener8's business, financings and strategic acquisitions. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking information, whether as a result of new information, future events or otherwise.
Release ID: 36732