Viggle to purchase GetGlue in cash and stock deal

Viggle is set to buy GetGlue in a cash and stock deal. The deal hinges on Viggle successfully completing a “convertible debt financing equal to or greater than $60 million.” The cash is coming from two large investors, and the source of the cash could be from either a huge consumer electronics company or a big internet brand.

The company’s 8-K form goes in a little more detail about the specifics of its acquisition of GetGlue:

“Consummation of the Merger is subject to various conditions, including, among others, (i) the absence of any law or order prohibiting the consummation of the Merger, (ii) all consents, approvals, permits and authorizations having been obtained, and (iii) Viggle receiving gross proceeds from a convertible debt financing equal to or greater than $60 million.  Viggle has received indications of interest and commitments from various strategic investors with respect to its convertible debt financing.  In addition, Viggle’s and AdaptiveBlue’s respective obligations to consummate the Merger are subject to certain other conditions, including, among others, (i) subject to the standards set forth in the Merger Agreement, the accuracy of the representations and warranties of the other party, (ii) compliance of the other party with its covenants in all material respects, (iii) no event, change, effect or circumstance occurring that would constitute a material adverse effect on the other party.”

TechCrunch’s source mentioned the benefits of these two companies getting together. Both companies now occupy “roughly 80-85% of the second screen TV base.” The source also noted that in order for the Social TV experience to get off the ground it makes sense for both companies to come together, as this “puts the concept in the forefront, to advertisers and media partners, and jump starts the industry.”

The deal has 30 days to close, and if it doesn’t; Viggle will be on the hook for a $500,000 break up fee.

Source: TechCrunch (1), (2)


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